Things Change
by ober22
Summary: A lot of things have been happening lately between Freddie and Sam lately. T for later chapters
1. Senior Year Begins

**A/N: I don't own iCarly. I want to apologize to any of you who were reading Back to You. I decided to delete it, because no matter what I did, it just wasn't coming out the way I hoped it was going to. This story is going to be similar, with a few twists and turns. I'm planning on making this a long story, and I hope that I don't bore anyone.**

_Chapter 1_

_Senior Year Begins_

FPOV

Everything had happened so fast. One day I was a nerdy little 8th grade tech boy, living life day to day, in love with Carly Shay, wondering when my next beating would come from Sam Puckett. It was a lot to deal with. When we started doing iCarly, I was a Mama's Boy, who's only friends were my computer and video camera. Now, four years later, my first day of senior year would be starting soon, along with my now best friends, Carly and Sam. A lot had changed sincee 8th grade. The three of us had been through a lot together over the past few years. We had really grown up. Well, Carly and I had. Sam was still her usual obnoxious self, hell bent on making my life miserable, and making sure I was aware that Carly _still _didn't love me. Still, I knew that over the years, even she had come to consider me a friend, or at the very least, tolerate my 'nerd-like tendencies and nubby personality'.

It was a clammy day on August 31st. Our last day of freedom before school started. We were sitting in the iCarly studio, sprawled out on the floor in our beanbag chairs. It was sticky in the studio, even with the multiple fans set to high. The air conditioning in Bushwell Plaza wasn't exactly the most reliable thing in the world. It didn't help that Lewbert the doorman, was more concerned about the hairs on his enormous wart than the comfort of the tennants in his building. I was starting to wish that we still had the illegal nuclear generator that Cal had built for us before we knew he was a fugitive. That could really get the fans going.

At this point, we had been sitting in the studio for about five hours. We had considered a trip to Groovy Smoothie, but that would have meant leaving the apartment and walking down the block in the hundred degree heat. It hadn't rained in more than a week, which is a very long time for Seattle. We had experimented the day before, frying an egg on the sidewalk, and it had actually worked. Sam ate it with some ham a few minutes after, which didn't surprise us at all. Speaking of the blonde devil, she was looking at me with a sinister look in her eyes, holding a tennis racket in her hand. The first thing that ran through my mind, was to wonder where in the world Sam had gotten her hands on a tennis racket. The second thing was that I had to get out of there before she took her boredom out on my face. I pulled myself up off the beanbag, which was uncomfortably stuck to me, and started to back up, stuttering a little bit.

"Uh, I'll see you guys tomorrow...I, I forgot about a tick bath my mom has scheduled." Carly looked up from the magazine she was reading, saw the look on my face, the tennis racket in Sam's hand, and just shook her head.

"Good choice, Fredweirdo." Sam was looking at me with her patented smirk on her face, and her blue eyes had that sparkle to them, which I had come to know would involve some kind of physical or emotional pain to me.

"Make sure you don't leave for school without us tomorrow," Carly added, and I nodded once, turned around and went out the door. As soon as I was out of sight, I began to run, knowing that Sam might change her mind and come after me. I hurried down the stairs, and jumped down the last few, drawing a weird look from Spencer, Carly's older brother. He was working on something for his latest sculpture, and was somehow planning on making something out of old unravelled cassette tapes.

"Sam?" He knew her reputation, and the way he treated me, as well as Carly and I did.

"Is it ever anything else? She's got a tennis racket, so you may want to surrender your ham if she comes down here." That got a laugh out of Spencer, even though he knew I wasn't kidding.

It was only 5 o'clock, and I was kind of bummed about leaving the girls so early. It was all Sam's fault. She was sleeping over Carly's that night, a ritual they had been doing since we were freshmen. I knew that if I stayed in the apartment for too long, Mom would follow through with the tick bath I had made up. I managed to get to my room without my mom seeing me, so at least I was safe for a little bit. Then, more dissapointment came when dinner rolled around, and I realized that I was supposed to be having dinner at Carly's. Spencer had promised us back to school Spaghetti Tacos. And now, because of the psycho girl I called my 'friend,' I would be stuck eating fat free lasagna with a spoon, with my crazy mother. I hoped this wasn't a bad omen for the way my senior year of high school was going to turn out.

SPOV

"Sam, was the tennis racket really necessary?" Carly and I are sitting on her bed, and she had to ruin my good mood and bring up the nub across the hall. There had been Spaghetti Tacos, some ham afterwards, and most importantly, no sign of Freddork, king of the nubs. I was so pleased with myself for scaring him so much that he hadn't even come back for dinner like he was supposed to. I had to admit, I did feel the tiniest bit of guilt that he was stuck in his house with that crazy mother of his. If there was one thing I could bear giving the nub credit for, it was dealing with that lunatic he lived with. She was always giving him tick baths, and taking him to stupid mother-son classes. I mean, seriously, who makes you eat lasagna with a spoon? Mrs. Marisa Benson, that's who. But enough of that. People might think I actually have a heart.

"Come on, Carls, I was bored. You know I live to torture Freddork. There's nothing else that brightens my day more then seeing him miserable. Especially knowing I made him feel that way." I couldn't help but laugh at the mental images I was getting of the things I had done to Freddie. There was the cell phone that ended up in Cambodia, the constant reminder that Carly would never love him, I was proud of myself for all the ways I had managed to annoy him over the years.

"I know you do, but do you really think he deserves _all_ of the things you do to him? We always eat together the night before school starts. Now he's too scared to even come back here."

"Carls, the nub is tough enough to deal with himself. You're not going to win this argument." I flop back on her bed, and once again she just rolls her eyes at me, and shakes her head, before flopping down next to me.

She pulls the chain on her lamp, and the room is plunged into darkness. I lay there on my back, and I start to think. I think about how it's weird that senior year is here already, I think about how I'm scared about applying to college, and then, out of nowhere, Freddifer's face pops into my head. By now, I can hear Carly's deep even breathing, and I know she's asleep, but if she wasn't, I was sure I would have made a weird noise. Why am I thinking about Freddie? He's the biggest nub in the world, he's a Mama's Boy, and it's my job to make his life miserable. Sure I feel bad sometimes, but then I remember how truly nerdy he is, and my mind thinks of another thing to make fun of him for. It's an automatic reaction for me, he just always seems to be the target.

* * *

Light streams in through Carly's window, and throws beams onto the bed where Carly and Sam are sleeping. Carly's eyes flutter, and she struggles to keep them closed, until finally, her PearPod starts playing music, signalling her that it's time to drag herself out of bed. Then she remembers that it's up to her to wake the sleeping demon next to her. Waking Sam up is like trying to solve world hunger, or stop the wars going on in the world. There's no easy way to do it. Carly knows that Sam doesn't take very long to get ready, and they already have their outfits picked out. It's a tradition at Ridgeway High School that seniors make t-shirts to wear.

Carly, Sam and Freddie had made theirs together, naturally, and they were very fitting to their personalities. All three of them had started out with plain white t-shirts. By the end of that summer day, there was more paint and glitter glue on the three friends then on their shirts. The only similarity was that all three shirts said 'Seniors' on the front, and their respective last names on the back. Carly's had a lot of pink glitter glue on it, and a huge iCarly logo on the back that Spencer had outlined for her. Sam's had hastily drawn pictures of all her favorite foods on the front, and on the back, under her last name, she had written 'Freddie is a Nub.' He hadn't found that very amusing, but had managed to get over it. His shirt was a lot simpler than the girls. He had spray painted striped of blue on it, which earned him an eye roll from Sam, and a lecture about how much she hated stripes. When he had run downstairs to get Peppy Cola's for the three of them, she had written 'Mama's Boy' on the back. This had caused another fight between the two of them, which had ended with Freddie storming out with an entire bottle of purple glitter glue in his hair.

Carly took a shower, and did her hair before she even bothered to wake Sam up. Freddie was supposed to meet them at 7:15. At 6:45, Carly took a deep breath and grabbed Sam's shoulders and started shaking. She managed to dodge Sam's arm as it flew up to no doubt smack her. Five minutes later, Carly was proud to say that Sam was up, and she only had one little scratch on her arm to prove it. Sam was in the shower, and Carly had finished getting dressed. Sam was in a somewhat better mood when she came back to Carly's room, and the two of them headed down the stairs to find themselves victim to a paparazzi assault by Spencer.

"Spencer, there better be some ham or bacon or other random pork product in the kitchen if you're using the flash on the camera this early in the morning." Sam was clearly in a worse mood than she looked, but her statement only made Spencer laugh. In fact there was bacon in a frying pan on the stove, along with french toast and eggs. Sam and Carly sat down in the kitchen, and Spencer started to dish out food for them, making sure that he gave Sam a little extra bacon, if only in an attempt to keep her under control. They heard a knock on the door, and after a second, it swung open, and Freddie walked in. Carly yelled hi to him without looking up, but as he walked closer to the kitchen, Sam looked up at him, and almost choked on her bacon, sputtering loudly. Carly wasn't sure what was going on, but she patted Sam on the back, making sure that she could still breathe. Carly looked up at Freddie then, and realized what had almost killed Sam. Freddie had ripped the sleeves off his t-shirt, and there were muscles in his arms that Carly was pretty sure had never been there. The two girls just stared at their friend, and Freddie stared right back at them, with a confused look on his face.

"Fredwardo! Nice guns, dude!" Spencer slapped Freddie on the back, and started to dish out food for him.

Freddie still hadn't said anything, and finally Sam and Carly managed to break out of the trances they had been in. The four of them ate their breakfast, until it was finally time to go. Their last first day of school. Spencer had to document this, and took out his camera, to a chorus of groans from the trio. He forced them to pose for a picture by the front door. Freddie had been in the middle, but Sam elbowed him until he finally moved to the other side of Carly, away from the fiesty blonde. After a few pictures, they finally escaped out the front door, and from there, they went to school.

**Sorry it's so long, I kind of got carried away during this Chapter! This chapter is half prologue, half introduction, I'm not really sure to call it, but I felt like I needed to set a groundwork before I got into the juicy drama. R&R if you wanna =)**


	2. Senior Year Rushes By

**A/N: I don't own iCarly**

_Chapter 2_

_Senior Year Rushes By_

Senior year had gone by in a flash for Carly, Sam and Freddie. It seemed like their first day had been a few weeks ago, not months ago, and suddenly, it was May of their senior year. The three friends had their college plans all sorted out. Well, almost. Carly was headed to NYU with the hopes of landing a news anchor job after graduation. If iCarly had taught her anything, she knew that she was comfortable in front of a camera. She didn't feel that she was cut out for acting, but hosting a webshow couldn't be that much different then reading the news, could it? Sam, true to form still had yet to pick where she was going. Freddie had helped her fill out her applications, after she threatened to beat him up. Sam had decided that she wanted to become a chef, because with the amount of food she ate, and her extreme love of ham, she knew that at the very least she wouldn't be bored as a chef. She had gotten into four schools, probably because of the essays Freddie had written for her. Two were in New York, where Carly was headed, and two were in California. If she chose California, she would be closer to Freddie, who had recieved a full ride to Stanford. Mrs. Benson had been so proud of her son the day the letter came, that she had forgotten about his tick bath. He had to take two the next day, but for that one blissful day, he was free. Freddie had decided that he wanted to go into Broadcasting, but behind the camera, as he had been for so long on iCarly. He had gotten into Yale and Harvard too, but Mrs. Benson would never survive with him on the other side of the country, so Stanford it was.

Over the course of senior year, Carly had gotten a boyfriend, which of course had saddened Freddie. His name was Chris, and he had moved to Seattle from Connecticut. Within a month, he had become the star basketball player, and captain of the team. He had a very preppy style of dress, which was very similar to Freddie's, but he could never be described as a nub, or any of the other hated nicknames Sam had used on Freddie over the years. After Carly and Chris had been dating for a month, Freddie had gotten really upset about the whole situation. Chris had been playing the guitar, similar to when Jake Crandle had during one of their first webshows, and Freddie saw the way Carly looked at Chris. He knew that Carly would never look at him that way, and he had put his camera down, and walked out of the studio. He had gone to the fire escape, where he went whenever he was upset, or mad, or needed to think about something. He wasn't sure what had happened after he left, but all he knew was that something had changed that night.

_Flashback_

_Freddie had been sitting in the chair he kept on the fire escape, and he had been crying, despite the fact he knew it wasn't manly. He was so sick of being second best. He never got the girl. He was constantly on the receiving end of Sam's endless torture. He had been on the fire escape for a few minutes, when he heard a noise behind him. He turned around and saw the last person he thought would ever come to find him. Sam was standing in the open window, holding a blanket, and she had given him a look when she saw the tears in his eyes. It wasn't the look that Freddie would have expected from her, because he was expecting one of disgust, or for her to laugh in his face. Instead, she looked almost compassionate._

_ "Hey, Fredamame..." She spoke softly, for one of the first times, and she gave him a small smile, but he couldn't return it. "Can I come out?"_

_ "It's a free country, do what you want." Freddie knew he shouldn't be angry with Sam, but he just wasn't in the mood for games. _

_She boosted herself through the window, and sat on the other chair Freddie kept on the fire escape, pulling it towards him so that they were facing each other. She kicked her feet up so they were resting on his thighs, and spread the blanket out over both their legs._

_ "You know, the last time I was out here, was when..." Sam trailed off, but they both know what she was about to say. Since their kiss, so many years ago._

_ "Why are you here Sam? If you came to harrass me, or physically assault me, or anything like that, I'm really not in the mood." Freddie squeezed his eyes shut, willing the tears to disappear, but they slid down his cheeks anyways, leaving small lines along his smooth cheeks. He was shaking, from a mix of anger, sadness, and from being overwhelmed about everything going on in his life._

_ "Look, I didn't come here to do anything to hurt you. Regardless of what you may think of me, Freddie, I do have a heart. You were my friend before Carly was, and I can see what her being with Chris is doing to you. Sure I think it's kinda nubbish that you're crying, but I only like seeing you cry if it's something I've done to you." Her words got Freddie's attention, and the corner of his mouth turned up, though just for a second._

_ "You do have a knack for making me emotional."_

_ "I aim to please Fredward. Do you wanna talk about it? Or did I drag myself across the hall for nothing?"_

_ "I don't know, Sam. I'm never gonna be good enough for her. She's always going to want someone else. I should have started listening to you a long time ago. You were right. Carly will __**never **__love me." Freddie looked down at his hands, and Sam's face dropped. What he had said made her feel guilty, and she leaned across their legs, and grabbed his hand._

_ "Hey, I'm sorry. I know it must be hard seeing someone you love with someone else. I know how I felt when Jonah tried to kiss Carly, and I didn't even love him. It must be really hard, and I want you to know that I don't mean it when I say Carly will never love you. I just do it because I know it makes you mad, but I'll stop saying it." She squeezed his hand as reassurance, and he looked up from his hands, and into her eyes._

_ "Thanks, Puckett. I know that must have been hard for you to say."_

_Sam let go of his hand, and the two of them stayed facing each other, with her legs on top of his for another couple of hours. They talked about random things, actually acting like civilized friends, instead of being at each others throats._

_End Flashback_

Ever since that night on the fire escape, Freddie and Sam's fights had been less severe, and more joking, and they had definitely become closer. Carly was still dating Chris, but once Sam and Freddie had talked, Freddie had come to realize that maybe he didn't have to love Carly anymore. Maybe there was a reason she never saw him as anything else but the nerdy tech boy next door. He had to believe that it was fate, or something equally as mystical that had made Carly never return his feelings. He was going to survive, and move on. He just had to find the right girl.


	3. Carly's Plan and a Bag of Meat

**A/N: I don't own iCarly.**

_Chapter 3_

_Carly's Plan and a Bag of Meat_

There was exactly a month left of school when the prom posters appeared. They were plastered everywhere around Ridgeway. They were in the hallways, the bathrooms, the lunchroom, even on the ceiling. Carly had caught the prom bug more severely than anyone. She talked about it constantly. She forcefully told Sam and Freddie that they would be attending, and that if they refused that she would quit iCarly. Sam had fondly renamed prom 'The Apocalypse.' It was the first thing she and Freddie had agreed on in a long time. Carly talked about prom during lunch, during iCarly rehearsals, even during the actual webcast. They had a prom themed show, and Carly made Sam put on one of her old dresses, and they talked about prom, and had a prom play, you get the picture. Sam stood next to Carly that whole webcast with her hands balled into fists, rolling her eyes the entire time. Freddie couldn't help but laugh at her behavior, but he regretted it as soon as he had turned the camera off, and Sam rushed at him, muttering under her breath about an atomic wedgie. He had run out of the studio, down the stairs, and Sam had slammed the door behind him, and given Carly a look that suggested she wanted to give someone else besides Freddie an atomic wedgie.

"Sam, I don't see why you get so mad about this prom thing. I'm sorry that I gave you an ultimatum about going, but I just feel like it's something you're going to regret if you don't go." Carly sounded sincere, but Sam knew her best friend better than that.

"Carly, you've known me since we were ten. In what alternate universe can you see me being upset about not getting to wear a poofy dress. Besides, the boys at our school aren't exactly lining up to ask me to prom."

The truth was, that Sam was dissapointed that boys didn't like her the way they liked Carly. She wasn't jealous of Carly, but she always envied how many boys had liked her, and how many boys Carly had dated over the years. No one had ever liked her like that, especially not the way Freddie liked Carly. Her most serious relationship had been with Jonah, who had gotten a nice ride on the wedgie bounce after he tried to kiss Carly. Of course it was Carly. It was _always _Carly. Just once Sam wanted a boy to want to spend time with her. To get all tongue tied when he tried to talk to her. The least one of the stupid nubs could do was ask her to prom. It made Sam wish she was a little less violent.

"You know that Germy was going to ask you! You made him so nervous that he sneezed himself unconscious. Maybe if you were a little less um...threatening?"

"It's not my fault the kid's nubbier than Fredward. If he can't even handle talking to Mama, how's he gonna spend the whole night with me? Besides, that whole sneezing thing just makes me mad."

"Well you're still going to prom. I know you want a date, even if you won't admit it out loud. I can see it in your eyes. Maybe I'll just have to work some of my magic." Sam immediately began protesting about how she didn't want to be set up. She babbled about the wreck of a date Carly had ended up with for the girls choice dance. She had started to turn red because she was so worked up that she forgot to breathe, and Carly finally grabbed her by the shoulders and shook her out of her daze. Sam took a deep breath in and fell back onto her bean bag chair. Carly flopped onto the one next to Sam, and had an idea.

"If I can get a guy you know, who's not a nub, to ask you to prom, will you say yes?"

"Well, when you put it that way, Carls," Sam was hurt by Carly's 'suggestion,' because she knew that Carly thought she couldn't get a date, but she also knew that it was probably the only way she was going to get one, so she nodded her head once, and managed a small smirk when Carly's face lit up.

That night, after Sam had fallen asleep on Carly's couch, Carly sat in her bed with her yearbook in front of her, on a serious mission to find a boy that would ask Sam to prom. The boy she was looking for had to be brave enough to deal with Sam. She knew she had promised Sam that the boy wouldn't be a nub, but Sam's definition of a nub was different than most peoples because she thought that basically everyone was a nub. Carly had been looking for a few minutes, when a familiar face popped out at her from the black and white page. Benson, Fredward. She hoped that getting Freddie to ask Sam would be easy enough, because she was banking on the fact that he would still do whatever she asked him. He didn't have a date yet, she knew that much at least. She pushed a few buttons on her PearPhone, and sat back, waiting for Freddie's response.

Freddie was in his room making changes to the iCarly website when his phone had vibrated, indicating a text message. When he opened it, he was a little surprised to find that it was Carly. She rarely stopped texting or talking to Chris long enough to text anyone else.

'_come over a little earlier than usual for iCarly tomorrow? i wanna talk to you about something..._' He figured it was something for the webshow, so he texted her back a quick okay, and got back to his website adjustments. When Carly got his text, she smiled to herself, and fell asleep hoping that her plan was going to go as well as it had in her mind.

_The next day..._

"Are you crazy? Honestly, Carly, have you lost your mind?!!?? In what universe would I _ever _ask Sam Puckett to prom? In what universe would Sam say yes to me? I think all this prom talk has gotten to you." Freddie slumped into a his striped bean bag, and just sat there shaking his head. "She punches me if I even look at her weird, and you want me to ask her to get all dressed up, and go as my..._my date_?" Freddie shuddered at the thought.

"Freddie! She's not a monster! She's a girl. She just wants a guy to ask her. She cares more than you think. She agreed that if I could find a not nubbish boy to ask her, she'd say yes." Carly tried her best to give Freddie the puppy eyes that usually wore him down in seconds.

"So you pick me? How many times has Sam called me 'King of the Nubs?' I can count about 100. And that's just this week. It would never work. Even if I was willing to make a fool out of myself and ask her, I'm not willing to risk the physical pain that's going to occur when, no if, I ask her."

"Look, Freddie. I wouldn't be asking you if I didn't think it was important to Sam. She really does want to go, she just doesn't want to go alone, and there aren't many guys brave enough to even say hi to her. You know what happened to Germy yesterday..." Freddie had heard from Gibby about Germy's sneezing incident yesterday.

"I do feel bad, Carls. I just don't see why _I _have to be the one. She's never going to want to go with me. She probably wants a guy who's good looking, and plays a sport, or gives nerds wedgies. She doesn't want to go with the nerd she's usually _giving _a wedgie. Even if I agree to ask her, she's never going to say yes to me."

"You won't know unless you try. Please? For me?" Carly knew she was grasping at straws, but she wanted this to work. She wanted her best friends to be at prom, and a part of her wanted them to be there together. She had always thought that Freddie and Sam would make a cute couple, but had never dared say anything to either of them, because she knew that Sam would threaten her, and Freddie would probably be terrified. She knew that the fiesty blonde and the nerdy tech could be more than friends, if they just stopped fighting long enough to realize it. This was her one chance to get them together without them knowing. She just had to get Freddie to stop being stubborn and ask.

"You know what Carls, fine. I'll do it. But if she harrasses me, and/or harms me physically in any way, you owe me. Big time." Carly couldn't help but smile.

"I knew I could count on you Freddie. So...do you have any ideas on how you're going to ask her?"

After the webcast, Freddie left the iCarly studio and walked out onto the fire escape, where he did most of his heavy thinking. He had to think of a way to get Sam to agree to go with him, because he wasn't sure he could ever show himself if she rejected him. He thought for a long time, about what she liked, and what he could possibly say without her making fun of him. And then, it came to him.

The next day at school, Sam spun the dial to her lock, and was surprised to open it and find a large blue bag. It looked like a present, and Sam loved presents. She eagerly grabbed it. It was a lot heavier than she expected, and she bent down to open it. She couldn't hide the surprise in her eyes when she realized what the bag contained. Meat! And not just any kind of meat. There was ham, so much ham. There was bacon, pork chops, and ribs! Sam's mouth began to water as she stared at the meat, and she was so wrapped up in the contents of the present that she almost didn't see the card on the front. She cautiously opened it, and began to read.

_Princess Puckett,_

_I know that I'm probably not the one you want to go to prom with,_

_being 'The King of the Nubs' and all, but I figured I'd take a chance. _

_I also know that you don't want to go to this as much as I do._

_I figured if we're going to be miserable, we might as well be able to complain about it together?_

_I totally understand if you already have another date, I mean, why wouldn't you? _

_On the off chance you don't, you still need one, and I'm not too much of an embarrassment, I'm available._

_Let me know I guess, and don't forget to cook the meat before you eat it. _

_You know what happened last time._

_-Freddie_

Sam had known who the letter was from the second she had read 'Princess Puckett.' A part of her wanted to pretend like she never saw the card and just enjoy her free meat, courtesy of Fredweird, but then her curiosity got the best of her. It was actually pretty decent of him to assume she'd already have a date. Most people just assumed that she wouldn't. And most people would be right...Sam's mind began to race. She wondered if Carly had anything to do with it, or if it had been Freddie all alone. All she knew for certain was that she needed time to think, and the ham that Freddie had given her wasn't raw. She reached into the bag, savagely ripped open the ham wrapper, and began to munch on it contentedly. She had class with Mrs. Briggs that period, and Mrs. Briggs liked it better when Sam wasn't there, so she decided to do Francine a solid, and skip. She walked outside to the tree where she, Carly and Freddie often waited for Spencer to pick them up, and began to think. Should she say yes to the Nub King, or wait for a better offer?


	4. Choice

**A/N: I don't own iCarly.**

_Chapter 4_

_Choice_

Sam hadn't realized how long she had been sitting on the bench until she heard the front door of the school open, and people started to walk past her. It took her a second to figure out that the school day was over. She had slipped back into her daze without even realizing it, but was finally shaken out of it when she felt a hand on her shoulder, and she finally registered Carly's voice.

"Sam? Sam...Sam!" Sam shook her head, trying to clear it, and turned around to see Carly, and Freddie. Freddie's eyes widened as he saw the blue bag, and he turned red, and started stuttering.

"I-I'll uh, see you guys later. I forgot about a...an important A/V club meeting...Bye." With that, he turned around and walked, no ran, back into the school. It was Carly's turn to look confused, and she sat down on the bench next to Sam.

"What's going on? What are you thinking about?"

"Nothing, Carls. Why?" Sam knows that she shouldn't lie, because Carly knows her better than anyone.

"Sam, I'm not an idiot. What's going on?"

"Well, um, today I got this in my locker," Sam gestures to the bag, and Carly takes in the massive amounts of meat inside.

"And..." Carly wanted to know what was going on. She had never seen Sam this out of it. "Come on, Sam. I can't help you if you don't tell me what's wrong."

"I don't need help Carly. It's just that, well, someone asked me to prom." Carly's eyes lit up, and she threw her arms tightly around Sam, soliciting one of Sam's patented eye rolls.

"I told you Sam! Who is it? Did you say yes? Oh my god I can't wait to go dress shopping this weekend!" The mention of dress shopping made Sam feel like vomitting. She had forgotten about the whole dress thing, and knowing Carly, this wasn't going to be an easy affair. It was going to be long, drawn out, and painful.

"I can only answer so many questions at a time, Shay." Sam could see Carly trying to calm herself down before she spoke again.

"Who asked you Sam?" Sam looked down into her bag off meat, trying to lose herself among the ribs and chops, but she could feel Carly's eyes staring at her.

"Uh, well..." Sam can't bring herself to say it out loud, and looks down at her worn out Converse, which she decorated herself while she wasn't paying attention in Ms. Briggs' class.

"Sam! Come on!" Carly is starting to whine, and Sam knows she isn't going to last very much longer.

"Freddie." Sam mumbles her answer, low enough that Carly can't hear her. "What, Sam? Who asked you?"

"Freddie, okay! Here, look." Sam hands the card to Carly, who is staring at her with wide eyes. She takes the card from Sam, opens it, and begins to read, a slow smile spreading across her face. She finally looked up at Sam, and then at the door Freddie had ran through a few minutes earlier and Sam could see her adding it up in her head.

"So? What are you going to do?"

"I don't know Carls. He's the King of the Nubs! What am I supposed to do. It was nice of him to get Mama some meat, but I mean I'm already going to be wearing a dress to this thing, isn't that enough torture for one night?" Carly gave her a look and rolled her eyes.

"I'm sure it wasn't easy for Freddie to do, you know. You're not exactly the nicest person to him...I just think..." Carly was interrupted by someone standing in front of them. Sam and Carly looked up, and saw Pete standing in front of them.

"Hey, Sam. Uh, do you think we could talk for a second?" Sam looked at Carly with a weird look on her face, and Carly nudged her, encouraging her to talk to Pete. Sam got off the bench, handing her bag of meat to Carly, and her and Pete began to walk.

"Sure, Pete. What's up?" She looked up at him waiting for his responce. She had no idea what he was going to talk to her about. She knew for a fact that he already had a prom date, so she was surprised to say the least when he started talking.

"I know that it's kind of short notice, but I was wondering if you would go to prom with me. I was supposed to go with Wendy, but she decided that she'd rather go wtih Shane. I know that it sounds like you're just a backup or something like that, and I know we didn't exactly end on an awesome note, but I think that we could have a really great time together. What do you say?" Sam's eyes widened, and she snuck a peak at Carly, who had heard everything. Carly was nodding her head so much that Sam was worried it would fall off. Just before Sam turned back to Pete, her eyes zeroed in on the blue bag in Carly's lap, and she felt a little guilty. Then she remembered what Freddie had wrote, and she started to smile. He was the only one who believed that she could get a date, and she thought to herself that he would be happy she had a date.

"You know what, Pete? I think that sounds really awesome." Sam smiled as she gave him her answer, and couldn't help but laugh as Pete's eyes got wide, and he started to nod.

"Okay, well I have practice now, but I'll text you about it."

"I'll text you back!" She couldn't help but laugh, remembering her makeover and conversation with Pete at Groovy Smoothie all that time ago. Pete seemed to remember too. He laughed, put his hands in his pockets, and turned to leave. The minute he was out of hearing distance, Carly ran to where Sam was standing, and started bouncing around and squealing. Sam couldn't help but laugh at the sight of her acting like a three year old. Carly threw her arms around Sam, and Sam hugged her back, but then Sam saw the blue bag again, and her arms went limp. Carly must have realized that something was wrong, and she released Sam from her vice-like grip and followed her gaze to the bag that had been discarded on the floor.

"Oh. Freddie..." Carly looked at Sam with her eyebrows raised and a questioning look in her eyes.

"Yeah. I mean, he did say that it was okay if I already had a date. Right?" It sounded good in Sam's head, but still she couldn't help but feel a little guilty, even if it was only Freddifer.

"When are you gonna tell him you can't go with him?"

"Oh, well, I guess I'll just do it when I see him next. I'm not sure." Sam kicked at a pebble and stared at the ground.

"Ok, well we can go dress shopping this weekend if you want! I've been dying to go, and I didn't want to go without you. Now that you have a date, it's gonna be that much better!" Carly was smiling now, and Sam couldn't help but smile back. She knew she had to talk to Freddie, but she was determined to put it off for awhile. Carly and Sam started walking to Bushwell, talking about prom, and making plans to go dress shopping the next day.


	5. Dress Shopping

**A/N: I don't own iCarly**

_Chapter 5_

_Dress Shopping_

Sam had managed to successfully avoid Freddie the rest of the day. She knew that she would have to talk to him during the webshow, but she wanted to make sure she didn't hurt him or anything. She knew Freddie meant well with his offer, and even though they fought all the time, she did consider him one of her best friends. He was the only guy in her life who hadn't hurt her, besides Spencer, but he was more like an older brother. The webshow had gone off without a hitch, besides the fact that Freddie wouldn't look at Sam. Carly knew that Sam wanted to talk to Freddie, so after Freddie had announced that they were clear, Carly made an excuse about having to go to the bathroom, and left the studio, shutting the door behind her. Sam plopped down onto her bean bag chair, and watched Freddie for a few seconds before she cleared her throat.

"Freddie?" The shock of hearing Sam call him by his regular name was enough to make Freddie look up. Sam patted his bean bag chair, and indicated that she wanted him to sit. "Look, I want to talk to you about this whole uh...prom thing." Freddie remained standing, sheilding himself with the tech cart. He cleared his throat, and finally spoke.

"Hey, it's no big deal. I heard that Pete asked you. That's really awesome." He looked down at something on his cart, and Sam couldn't help feel guilty because he looked dissapointed.

"Freddie...I wanted to um...well, I wanted to thank you. For the meat and everything. I even cooked it this time!" That at least got a small smile from Freddie. "Most of all though, I wanted to thank you for not just being like everyone else and assuming that I wouldn't have a date. Even Carly didn't think I could get one."

"Uh, yeah, no problem. I mean, why wouldn't you have a date? You're decent to people who aren't me. You're hilarious all the time, you're even kinda beautiful when you're not screaming about something or hitting people. Pete's lucky. I just hope he treats you better this time." Sam couldn't help but stare at Freddie. She was sure she looked ridiculous because she could feel her mouth hanging open. That was the nicest thing anyone had ever said about her, and it had come from Freddork, her sworn frienenemy.

"Wow, Freddie. When you say it like that, you make me seem almost human." Sam tried to force a laugh, but she knew it fell flat.

"You're too hard on yourself, Sam. So what if you're a little rough around the edges?" Sam had never thought of herself as any of the things Freddie had just said about her, but somehow, hearing him say them made her believe them, even if just a little bit. She found herself moving on autopilot, picking herself up off the beanbag chair and walking over to Freddie. She wrapped her arms around his waist, and she could feel him stiffen at the contact. She gave him a little squeeze and he finally relaxed, and she felt a warm hand on her back.

"Thanks Freddie. Honestly. Whoever you go to prom with is gonna have a really good time with you. Even if you are a nub." Freddie began to stiffen up, and she could feel him backing away from her. He looked at her with a weird expression on his face.

"Yeah, I guess. Uh, I gotta go Sam. I guess I'll see you later." Freddie grabbed his laptop and walked out of the studio before Sam could even answer him, and she stands there, in the middle of the studio for more than five minutes, just staring at the door that Freddie had gone through. Finally she manages to shake herself out of the trance she was in, and walks down the stairs to find Carly sprawled out on the couch watching a rerun of Girly Cow.

"How'd it go?" Carly sat up and stared at Sam. Sam flopped onto the couch next to her and took a deep breath.

"Oh, yeah it went fine. He was totally cool with it."

"That's awesome. Now you can have an awesome time with Pete! I'm so excited about dress shopping tomorrow..." Carly's voice continued but Sam couldn't make sense of it. She was thinking about what Freddie had said minutes earlier, wondering what had posessed him to say all those things. She felt Carly's hand on her arm, and she was snapped out of her fog.

"Sam, what's up? Did you even hear me?"

"Uh, sorry Carls. What'd you say? I kind of lost myself." Carly rolls her eyes and Sam can tell that Carly thinks she was spacing out about ham or some related meat.

"I asked you if you wanted to sleep over, that way we could go dress shopping first thing in the morning."

"Oh, yeah that sounds good. Listen, can I tell you something?" Sam has to tell Carly about what Freddie said. It's driving her crazy.

"Sam, of course you can! It's not like we're best friends or anything." Carly gives Sam's arm a little shove, and Sam looks down at her hands, pretending to focus on one of her nails.

"I feel really guilty about turning Freddie down. Especially after he bought me all that meat."

"Wow. I feel like I should make you say that again, and videotape it or something."

"I'm serious Carly. He told me that he knew I would get a date, because I was hilarious, and nice to most people besides him." Carly didn't seem as surprised by Freddie's words as Sam had been. Maybe because she hadn't told Carly _everything _he had said.

"Sam, that's just how Freddie is. He's really sweet, although you wouldn't know that because you abuse him too much to notice anything else."

"I guess so, but that's still not helping this whole guilt thing Carls. I'm pretty tired though, and if you're gonna be dragging me through the mall tomorrow, Mama needs her beauty sleep." Carly rolled her eyes, but nodded in agreement, and the girls climbed the stairs to Carly's room. Carly threw Sam some pajamas to wear, and went into her bathroom to change. A few minutes later, Carly was asleep, leaving Sam to stare at Carly's ceiling. She kept going over what had happened with Freddie in the studio. All those things he had said just kept running through her head. She wasn't sure why she was feeling so guilty. It was just Freddie, she told herself, over and over again. When she finally drifted off to sleep, she dreamed about what had happened, but she still didn't understand why she was feeling the way she did.

_The next morning..._

The next morning, far too early in Sam's opinion, she felt a weight on her legs, and cracked open one eye to find Carly bouncing up and down on her.

"I swear, Carly, there better be some sizzling meat in a pan in your kitchen for you to be waking me up this early." Carly laughed, because she had grown used to Sam's meat obsessed antics over the years.

"Of course there is Sam. There's a big plate of bacon waiting for you. I may be obsessed with prom, but I'm not an idiot." Suddenly, the aroma of bacon hit Sam's nostrils, and she bolted out of bed. She changed into the jeans she had on the day before, and stole one of Carly's least girly shirts to wear before she dashed downstairs in the pursuit of bacon. Carly had managed to grab two pieces for herself before Sam devoured the rest. Spencer wandered in a minute too late, and started to pout in the corner about the lack of bacon in his stomach. Now that the bacon was gone, Sam knew that there was no other way to avoid the horror that Carly had planned for the day. She groaned and lifted herself out of the chair.

"I hope you know that this bacon is only going to hold me over for so long. You're gonna need to fredd me periodically. Especially if we're really going to as many stores as you say we are." Carly just laughed at Sam, because demanding food was something that she had come to expect from her best friend. "I promise Sam. We'll only go to one or two stores, but I want to _you _to promise me that you'll make an effort to find something nice." Sam rolled her eyes, but knew that she wouldn't win against Carly this time, and sighed. "Fine, Shay. You play dirty. Mama respects that."

Spencer drove Carly and Sam to the Crown Ridge Mall, and left after Carly promised him she would call him when they needed a ride home. They decided to start at 'Prom Heaven'. There was enough pink in the store to make Sam queasy and she made a point in telling Carly so. Carly grabbed Sam's arm and pulled her into the rows and rows of satin and lace.

"Sam, can you please come out? I know that blue dress is going to look amazing on you!" Carly was sitting impatiently outside the changing room, waiting for Sam to emerge. She had wanted to go in with her, but Sam had put her foot down. Finally, Sam stuck her head out the side of the curtain, with a look on her face like she was ready to kill Carly. "I don't want to show you. It makes my butt look weird." Carly couldn't help but laugh at her statement.

"Just come out and let me see, or I won't buy you any snacks!" That threat was enough to get Sam out, and she pulled the curtain aside to reveal the dress that Carly had picked out for her. The dress in question was dark blue with spaghetti straps. It had an empire waist, and a v-neck top with a silver beaded pattern. The fabric below the waist was pleated, and made Sam look even skinnier than she already was. Carly couldn't find any words to describe to Sam how good the dress looked on her. She sat there with her mouth hanging open, and just stared. She finally found her voice.

"Sam, you look beautiful. Honestly, that dress was made for you. It makes your eyes look _so _blue. I think it's the one."

"Knock it off, Shay. I look ridiculous." Carly shook her head at Sam. "Sam, you should be happy. The first dress you try on is the right one. If you stop being judgemental of yourself, and look in the mirror, you would realize how amazing you look. You should also be happy because that means that you're done looking. Now you can just wait until I find mine, and then I'll buy you some food." Sam turned around to look in the mirror, and shrugged. "If it'll get me out of this store quicker, fine." She turned around and started to walk back into the changing room until Carly spoke.

"Your butt looks awesome in that dress, by the way." Sam couldn't help but laugh. She changed out of the dress, hung it up, and flopped onto the couch to wait for Carly's first choice. Carly's search was a little more complicated, but Sam was happy because she finally found a dress at that store, and it meant that they wouldn't be going to the other dress store. Carly's dress was strapless and purple, and it went perfectly with her pale skin. After they had paid for their dresses, Sam dragged Carly to the food court, where Carly indulged Sam in more than enough food to last her, well, until they got back to Bushwell at least. Spencer picked them up, and on the way home, Carly began talking about nail and hair appointments, and how she couldn't wait. She informed Sam that she had already called and scheduled their times. Sam thanked her, because she had no plans of doing them herself. They arrived at Bushwell, and made their way to the Shay's apartment, where Sam promptly flung herself at the fridge.

"Hey, Carls? Do you think Fredwardo will get a date?" Sam couldn't help but wonder. A part of her was still feeling guilty about choosing Pete, but she constantly reminded herself that Freddie had told her himself that she was fine with it.

"Yeah, sure he will. Why? Still feeling guilty?" Carly knew Sam all too well.

"Nah, I was just wondering."

**I couldn't really think of another way to end this chapter. I hope you're enjoying the story. Next chapter is prom! : ) Hopefully I'll update within the next few days.**


	6. Preparing for the Apocalypse

**A/N: I don't own iCarly. I know I promised that this chapter was going to be prom, but I decided there needed to be a chapter about Sam and Carly getting ready. It's probably not gonna be that long. **

_Chapter 6_

_Preparing for the Apocalypse_

The last month of school had passed by quickly and normally. Sam, Carly and Freddie did iCarly every week, and Sam had managed to get over the guilt about turning Freddie down after a couple of days. She was usually busy texting Pete, who unlike the time they dated, had been talking to her frequently. She was actually starting to get a little excited for prom, although it was nowhere near Carly's level of excitement. Freddie had been quieter than usual, but not enough for Sam or Carly to notice. Prom had finally come. As promised, Carly had scheduled appointments for her and Sam to get their hair and nails done. Sam wasn't happy about it, to say the least, but she knew that she had been a pain about everything else, and she decided to go easy on Carly. Just as she had the night before they went dress shopping, Sam had slept over at Carly's. She had only had to bring her shoes over from her house, which she fondly called 'the heels from hell'. Her dress was being kept in Carly's closet. She would have brought it home with her, but she was afraid of what Frothy might do to it if he got a hold of it. The three friends had just finished their webshow, and as soon as Freddie announced that they were clear, Carly launched herself into prom talk. It was at that point that Freddie excused himself. As he said goodbye and walked out, Carly and Sam flopped into their respective bean bag chairs. Then something dawned on Sam.

"Hey, Carls? Who's Freddie going to prom with?" Carly slowly turned to look at Sam and shook her head.

"Holy crap, I don't even know! I feel like a terrible person, I haven't even thought to ask him. Maybe I should text him." She thought about it for a second but then decided against it. "I guess we'll just find out tomorrow." She shrugged and Sam shrugged back.

"I guess we will." Carly had begun talking about all the things that had to be done then, and Sam would nod every so often, but she didn't really have much to add to the discussion. She was excited that she had a date and everything, but she wasn't looking forward to high heels and a dress for the whole night. Plus there was a picture party at Wendy's house and she hated pictures. Tomorrow was either going to be an awesome day, or a complete waste.

It was about one in the morning when Carly finally stopped talking, and they changed into their pajamas, brushed their teeth, and got into bed. They had a long day ahead of them, and they were going to need rest. Sam slept relatively well, only waking up once after her nightly dream about the monster trying to steal her soup. The alarm on Carly's phone went off far too early, but they did have a lot to do before prom. Amazingly enough, it wasn't a typical Seattle spring day outside. There was bright blue sky for miles, the same color as Sam's eyes, and the sun was shining as if they weren't in the rainiest place on earth. It was the kind of day, Sam realized, that if they were in a movie, there would be cartoon birds flying around and landing on peoples fingers to sing to them. Sam laughed at how ridiculous that sounded. SInce the weather was nice, and their appointments were close by, Carly and Sam decided to walk, even though Sam had to complain because she was 'too lazy to even walk to Freddie's'. Carly responded by laughing and grabbing her by the wrist.

Their nail appointment was first, and Carly had decided to get fake nails. Sam of course couldn't be bothered with something as girly as that, and settled for the most basic mani/pedi they gave. She was sure that Pete wasn't going to be interested in how her nails looked, and frankly, neither was she. After about an hour, and Sam almost getting into a fight with a worker, they managed to escape the nail salon, and headed out to get their hair done. Carly of course had done extensive research and had printed out a full cartridge full of ink's worth of pictures. Sam thought it was overkill, but to Carly it was fun. She had finally decided on a half up, half down style, with loose curls. Sam's hair was much more difficult than Carly's due to the sheer amount of it. Although the fact that her hair was perfectly curled did help some. The lady who had done her hair informed her that she had the most beautiful hair she had ever seen. She managed to tackle it into a loose bun at the base of Sam's neck. Even Sam couldn't deny that it looked good. She had tied a navy blue ribbon around her head as a headband, and the look was complete. The two friends trecked back to Bushwell Plaza, laughing at how ridiculous they looked with fancy hair while wearing shorts and t-shirts. They made it past Lewbert, only because he was asleep, and slipped into the elevator up to Carly's apartment. They had an hour or so to finish getting ready. Carly informed Sam that she would wear makeup whether she liked it or not, and Sam grumbled.

"I swear to god, Carls. If you make Mama look like a clown, you're gonna be in deep."

"Yeah, yeah, yeah. Just sit down and stop squirming before I poke you in the eye." Sam obliged, and Carly kept her promise, sticking to simple mascara and the smallest amount of silver eyeshadow. Sam looked in the mirror at Carly's handiwork and couldn't help but smile.

"Not bad, Shay. Not bad at all." Carly couldn't help but giggle as she got to work on her own makeup, which was obviously more complex than Sam's had been. Finally it was time for their dresses. Carly pulled the two dresses out of her closet, and laid them on her bed. She and Sam removed the plastic from their respective dresses. Sam decided that she would change in studio, leaving Carly in her room, and they would meet back in Carly's room in a few minutes. As she climbed the stairs to the studio, Sam couldn't help but smile. As much as she had fought Carly about prom, and making such a big deal out of it, she was excited. It wasn't often that she got all girly, and she wanted people to know that she was more than just fighting and meat. Truth be told, she wanted people to see her how Freddie saw her.

She slipped the dress on, but she didn't want to look in a mirror yet. She walked over to the car in the corner of the studio, and sat down, hoping the seat wouldn't burst into flames, and proceded to strap herself in to the heels from hell. She stood up, trying to adjust to the height difference. Being short had advantages when you were fighting, but when she had to adjust to things like this, especially being used to her Converse, she wasn't sure how it was going to work out. After her first few wobbly steps, she decided that the elevator would be the safest bet. Luckily it went straight into Carly's room. Carly was giving herself one last look in her fully length mirror. She looked behind her as Sam exited the elevator, and her jaw dropped.

"Oh...my...god," she said, her eyes wide. "Sam, you look stunning! You look like such a girl!" She turned around and ran towards her best friend, nearly knocking her over as she enveloped her in a hug.

"Well thanks, Carly. I guess I should work on looking less like a guy, huh?" Carly giggled at her ridiculous statement.

"That's not what I meant, and you know it! Pete's gonna be so shocked! I'm gonna text Freddie and tell him to come over soon." When Carly mentioned Freddie's name, Sam had stiffened a little, and hoped that Carly hadn't seen her. She wasn't sure how she was going to feel about seeing Freddie. Carly rushed over to her dresser, and grabbed a small glass bottle. Before Sam knew what was happening, Carly was spraying her.

"Aww, man! Now I don't just look like a daffodil, I smell like one too! Thanks a lot." Sam turned around in a huff, tripping over her heels, but managed to right herself before any damage was done. She walked to the elevator, and hit the button. Carly grabbed her bag and scurried to her side, making sure that Sam didn't leave her stranded in her room.

The doors of the elevator opened, and Spencer was waiting there for them, camera in hand. They stepped out of the elevator, and were greeted by his own version of 'Paparazzi Ambush'. The girls couldn't help but laugh, and struck a few poses, indulging Spencer in his ambush. Finally the flashes stopped, and he lowered the camera. He looked at his little sister, and her best friend. He had watched them grow up, and all of a sudden, they weren't little girls anymore. He smiled at them, and gave them both kisses on the tops of their heads.

"You guys look beautiful." Carly and Sam smiled. "Hey, where's Freddo?" Spencer realized that their tech wizard was missing. He wasn't aware of the Sam situation, but it was weird seeing only two members of iCarly, and not three.

"I texted him before, but he never texted me back. He's probably in the middle of a tick lotion application, or something just as ridiculous." The three of them looked at each other, and shuddered. There was a knock at the door, snapping them out of their disgust. Carly ran to answer it, wondering who's date it would be. Instead, when she opened the door, all Sam and Spencer heard was the sound of Carly's bag dropping to the floor.

**Sorry for the cliffhanger, but I needed a solid spot to stop this chapter. Next chapter is prom, and yes, it will actually be prom. Next chapter should be up today or tomorrow. Thanks for reading, and thanks to those who have reviewed : )**


	7. Once Upon a Prom

**A/N: I don't own iCarly**

_Chapter 7_

_Once Upon a Prom_

Carly's bag dropping to the floor made Sam and Spencer look at the door. Freddie was standing there, not dressed for prom, but in his usual khaki shorts and blue striped shirt.

"Freddie, what's going on? What are you doing? Wendy's picture party is in an hour! Why aren't you dressed?" Carly stared at him, waiting for an answer. Sam had froze when she saw who was as the door, and still hadn't moved. Freddie looked down, kicking the toe of his Converse at the floor.

"Well, uh...I decided that I didn't really feel like going. I'm sorry, I know it was important to you, but it's just not really my thing. I hope that you aren't too upset with me." He looked at Carly, meeting her eyes for the first time. "You look gorgeous though, Carls. Chris is a lucky guy. You look like a movie star." He shifted his attention back to the floor, but Carly still hadn't spoken. The look on her face was one of confusion, and a little bit of anger, but she was sure there was nothing she could say to change his mind. "Thanks, Freddie. That means a lot to me." She walked over to him and gently kissed his cheek. A few months ago, that would've been enough to make him pass out. Now it was just a kind gesture between two friends.

Freddie looked up again, and he searched the room until his eyes finally fell upon Sam. His eyes widened at the sight of the girl he loved to hate. Out of the corner of her eye, she thought she saw his shoulders slump, and she felt a pang in her stomach. He wasn't going because she had turned him down. That had to be it. She could feel him staring at her, but she couldn't bring herself to meet his gaze. Finally she slowly brought her eyes up and allowed herself to look into his deep brown eyes, willing herself to ignore the pain she thought she saw there. The sparkle that was usually in Freddie's eyes was absent, and she knew it was all her fault. She hoped that her eyes wouldn't show the immense guilt she was feeling inside, and she tried hard to keep her emotions in check.

Freddie cleared his throat. "You look beautiful, Sammy," he said quietly "and I'm sure Pete will think so too. Just like I told you the other day." She felt another wave of guilt crash over her. There were no words she could say that would make this situation any easier and she couldn't find her voice. It was the first time in his life that Freddie had witnessed Sam Puckett speechless, but he couldn't even enjoy it.

"I should probably get going, I promised my mom I'd go pick up some stuff for her. She's restocking her first aid kit." He rolled his eyes, and Carly let out a weak chuckle. "Besides, your dates will be here soon, and I don't want them getting jealous of my killer outfit."

Freddie walked over to Carly and wrapped his arms around her shoulders. Her thin arms wound around his waist. "I know you've been looking forward to this since you were like, five. I hope you have the most amazing night ever. You look beautiful. Chris is a lucky guy, and if he ever starts to forget it, I want you to let me know so I can beat him up."

"Thanks, Freddie. I'm really sad that you aren't coming tonight. I'm gonna miss you." She smiled up at him, and they broke their embrace. Freddie looked over at Sam, who had apparently found something extremely interesting in her small bag. He started to walk over to her, and when she heard the noise of his footsteps coming closer, she ripped her eyes away from her bag. As this was happening, Carly and Spencer silently made their way to the kitchen, not wanting to eavesdrop.

"Hey, Puckett." Sam allowed herself to stare into Freddie's dark brown eyes again, and the guilt hit her once more.

"Hi, Freddie..." Freddie's eyes widened a little at the use of his name, and not one of the ridiculous nicknames Sam insisted on calling him. He leaned in close to her face, and for a second, she was sure that he was going to kiss her cheek. She held her breath and waited, but the contact never came.

"Look, I know you probably don't care what I have to say, but you really do look beautiful, Sam. I know we don't always get along, but you deserve a nice guy who's gonna treat you right. I just wanted you to know that I'm really proud of you for doing all this for Carly. I feel bad ditching her, but having you there is going to be awesome for her." Then he did kiss her cheek, only for a second, and then with a quick goodbye, he was gone, just as fast as he had come, not letting Sam say anything back to him.

Sam watched him go, and stood there for a full minute, trying to comprehend what had just happened. She finally shook herself out of the trance she was in, and slowly teetered to the kitchen where Carly and Spencer were standing. They were having a quiet conversation, but stopped as soon as she entered the room. Carly knew that Sam was feeling guilty, because it was written all over her face. She had to admit that she was a little surprised by Sam's actions, especially since they were about Freddie, the nerd she swore she would hate forever. She walked around the island, and put her hands on Sam's shoulders.

"Hey. Are you okay?" She spoke quietly, not wanting to upset Sam any further. Sam didn't answer for a few seconds, but finally opened her mouth. Just then, the doorbell rang. Spencer sensed the situation and quickly ran to the door. Pete and Chris were on the other side of the door, dressed in their tuxes. Chris had some kind of product in his hair, and they could tell he was trying to channel David Beckham. Pete's blonde hair was just as long as it had been when he and Sam had dated, and it flipped out all over the place. They both looked really nice, and the girls went to greet them. Chris swept Carly up in a huge hug, and kissed her, whispering something in her ear that made her giggle. With Sam and Pete it was a little more awkward. Although they had been talking and texting a lot lately, they had rarely spent time together. Pete walked over to Sam slowly, and they met in the middle of the living room.

"Wow, Sam. You look really awesome." Pete smiled at her, and held his arms out. She stepped forward with a small smile, and allowed Pete to hug her, even though deep down she was a little dissapointed he hadn't called her beautiful. The four teenagers began the difficult task of corsages and boutonnieres. Spencer offered to help, but Carly screamed at him, because she knew that him offering to help meant that something could burst into flames at any time, even if there was no electrical wiring involved. After a few minutes, everyone had their respective flowers, it was time for a more sedate version of Spencer's previous 'Paparazzi Ambush'. He took pictures of Carly and Chris, and Sam and Pete, and then all four of them together. Finally, he told Sam and Carly that he wanted a picture of them for iCarly. At his mention of iCarly, Sam and Carly both began thinking about Freddie, and what had happened only minutes ago. They stood together, but didn't look as happy as they had before. Finally it was time for them to head to Wendys.

They managed to stay at Wendy's for the shortest amount of time possible. Sam really did hate pictures, and the nagging feeling in the back of her head was distracting her from everything that was going on around her. Finally they arrived at the school, and although the theme of their prom was stupid, Under the Sea, Sam and Carly had to admit that it didn't look half bad. It certainly didn't look like a school gym. To be honest, Sam really thought that the whole night was boring. She had danced with Pete to both fast and slow songs, and he had even told her she looked beautiful. She couldn't help but smile because for once, someone was finally noticing her.

Carly had been having the time of her life. Prom was turning out to be everything she had wanted it to be. And then it got better. It was time for the prom court. Pete and Sam ended up winning Prince and Princess. Sam couldn't help but smile at the fact that now she really was Princess Puckett. Chris and Carly won King and Queen, and that night was officially the greatest night of Carly's life. Prom ended shortly after the prom court was announced, and once again, Sam was sleeping at Carly's house. The boys had driven them home, and after she had thanked Pete for taking her, and assuring him she had a good time, and Carly finally let go of Chris, the two girls made their way through the elevator. They stuck their tongues out at Lewbert when he yelled about their shoes being too loud on his floors, and ran towards the elevator. They were walking to Carly's apartment, laughing about Gibby and how he had worn a tuxedo without a shirt, just as everyone had expected, when they passed the fire escape. Sam could hear quiet music drifting through the open window, and she had a hunch that it belonged to Freddie.

"Hey Carls? I'll meet you inside okay? I'm just gonna go say hey to Freddo."

"Okay, I'll leave the door open. Do you want me to come with you?" Sam shook her head at Carly's question and they went their seperate ways. Sam wanted to talk to Freddie about the whole prom disaster. She had to admit that she a good time, but she had also had Freddie on her mind most of the night. The guilt she felt about him missing something like this had been eating at her. She peered out the window of the fire escape and saw Freddie slumped in his chair, staring out at the Seattle skyline.


	8. Questions and Answers

**A/N: I don't own iCarly. Sorry this took so long to update. I've been having issues with how I wanted this chapter to play out, and how much I wanted Sam and Freddie's relationship to progress/change. Thanks for being patient with me, and I hope you enjoy : )**

_Chapter 8_

_Questions and Answers_

Sam watched Freddie as he looked at the skyline for a few more minutes, working up the nerve to show herself. A part of her wondered when she had gotten too shy to talk to Freddie. All of a sudden, the music changed, and Sam instantly recognized the song playing from Freddie's PearHome as the one that had been playing when they had kissed all those years ago. She noticed that the chair she had sat in at the beginning of the year was still there, folded up and leaning against the building. She stood in the window and began to wonder just how much time Freddie spent out here, and what he was thinking about this time. She knew that he came out here when he was upset about something, and that made her guilt return. She had to know if she had been the reason for his absence at prom, and his visit to the fire escape. She took a deep breath and brought her hand up to tap gently on the glass. Nothing. He didn't even move. It was after midnight, and if she hadn't known that Freddie had a terrible case of insomnia, she probably would've thought he was asleep. He had told her once that he never fell asleep before three in the morning, even on school nights. For some reason, she had remembered it. She knocked again on the glass, this time using a little more force than she had before.

Finally, Freddie slowly turned his head towards Sam, and when he saw it was her, a strange look came over his face, one that Sam had never seen before, and one she couldn't identify. His eyes, which she noticed were red, traveled up to her face, but she couldn't help noticing that he had avoided her eyes. She wondered what was so interesting about the top of her head, but then she remembered the crown.

"So...are you a real Princess now?" Freddie's voice was rougher than usual, and much quieter. Sam laughs a little, remembering that she had been thinking the same thing not too long ago, and reached up to wrestle the crown out of her curly hair. She began absently running her finger over the twisted metal.

"Apparently. Although I'm not sure what kind of nub would vote for me...do you um, mind if I join you out here Fredduccini? Or is this a party of one?" Freddie shrugged and motioned for her to join him. He got up to unfold the extra chair. As he was doing this Sam was having issues because she was still in her prom dress and wasn't used to all the extra fabric. Freddie realized this, and began to walk over to her. He raised his arms towards her, hoping she wouldn't hit him. She understood what he was trying to do, and nodded, and with one swift motion, he grabbed her by the waist and lifted her through the open window, placing her safely on the fire escape. Sam's eyes widened momentarily at the ease with which he had picked her up. Her mind wandered back to the first day of school, and the new muscles she and Carly had witnessed.

"Woah! Thanks for the boost, Hulk. Clearly I have some work to do if I'm gonna be a real princess someday. You never know when you're gonna have to climb through a window in a fancy dress..." Now that Sam was on the fire escape, she noticed how windy it was. A stray strand of her hair that had come loose when she removed the crown danced across her face. She shivered a little, and Freddie noticed. He unzipped his dark hoodie and shrugged it off. Underneath, he had a Galaxy Wars t-shirt on, and Sam couldn't help but laugh, earning her a dirty look and an eye roll. He crossed the fire escape and offered it to Sam.

"Are you sure, _Nub Nub_? I don't want you to freeze your little nerd butt off." Sam smirked at him, but was secretly glad he could still be chivalrous to her. Even if he _was _mad, he was still being a gentleman.

"Just take the sweatshirt, _Samantha._" Now it was Freddie's turn to smirk. She grabbed the sweatshirt from him and elbowed him just below his ribs, not as hard as usual, but still with enough force to send him doubling him over with a grunt. He righted himself and just shook his head at her. She was struggling to put the sweatshirt on with the crown in her hand, so she placed it on Freddie's head, and started laughing.

"You make a cute princess, Freddo. You shoulda won instead of me." Freddie rolled his eyes at her and removed the crown from his head, running a hand through his dark brown hair. She noticed that it was longer than she had ever seen it before. It had begun to flip out at certain points, at the base of his neck, and by his ears. Sam had to admit that it looked a lot better than the way his mother used to make him comb it. She pulled the sweatshirt tight around her, and threw herself down into the chair Freddie had just set up for her. Freddie lowered himself into his chair, and looked at her, waiting for her to talk. She kicked her heels off, and threw her legs across his lap, careful to avoid any sensitive areas.

"So, Freddork, what are you doing out here? Wishing on shooting stars that Carly will love you?" She knew it was mean, and she wanted to have a serious conversation, but for some reason she was scared, and she didn't know how to start.

"You and I both know that I could wish on _every star in the sky _and there _still_ wouldn't be enough to make Carly fall in love with me. Didn't we go over this the last time we were out here? You were right, I was wrong. Carly is _never_ gonna love me." When he said that, the guilt that had been silently eating at her all night came back with enough force to make her short of breath. She shook her head, trying to clear her mind, and looked down at her hands trying to figure out how to say what she wants.

"Look, Sam, I'm over Carly. I don't care that she's never gonna love me. Is there a reason you came out here, or did you just wanna brag about winning princess and show me your crown?" She allowed herself to look up at him. Her light blue eyes connected with his deep, chocolate ones and she took a deep breath.

"Freddie," Sam pauses, obviously trying to arrange her thoughts into a coherent sentence. "Was it my fault?"

"Was what your fault? The fact that Carly will never love me? I'm pretty sure that's 'cause all she'll ever see me as is the stupid tech boy next door who's creepily obsessed with her. Plus, there's the fact that _I'm a big nub_..." Freddie rolls his eyes sarcastically at Sam, but she shakes her head as she listens to him rag on himself.

"No, Freddie, that's not what I mean. Is it my fault that you didn't go to prom? Because I said yes to Pete instead of you? I-I..." As soon as she says it, something happens that is so out of character for Sam, that it surprises her more than Freddie. Her eyes start to get itchy, and a tear slides silently down her smooth cheek, and falls onto her hand. Freddie stares at her, his mouth open slightly and his brow scrunched in concern. She looks down at her hands again, ashamed that she's crying in front of Freddie. After the first tear fell, another joined it on her hand. Then she couldn't control them anymore, and her body began to shake with her silent sobs. Freddie pulled himself up from his chair, and settled at the edge of it. Sam is still looking down, and she won't pick her head up. Freddie hesitantly reaches his hand out and tucks the loose strand of hair behind her ear, and brings his thumb down to rest under her chin. He tries to lift her chin up to meet his eyes, but she tries to fight him, and when that fails, she just refuses to look him in the eyes.

"Sammy...look at me. Please?" His voice is soft and gentle, and finally she wills herself to look at him. His hand moves from her chin to her cheek wiping a tear away with his thumb, and he stares at her. "Please don't cry, Sammy. Not because of this. Can we talk about this?" He waits to continue, until Sam nods at him. He takes a deep breath and resumes talking.

"Why do you think it's your fault that I didn't go to prom?"

"Because I turned you down, Freddie! I said no, even after you had wasted all that money on meat for me." She dragged her eyes away from his, and started to cry again. His hand, which had remained on her cheek, wiped away the tears as they came, and he couldn't help but feel guilty himself, knowing it was his fault she was crying.

"Sam, we both know I've been turned down before. _Many, many times. _Just because you said no doesn't mean that I'm gonna shut down and stop doing things."

"So why d-didn't you go tonight? Is it because you didn't have a date?" Freddie shook his head at her question. "Sam, I-I didn't want to go. I only asked you because I wanted you to have a back up plan in case the idiots in our grade didn't realize how awesome you were, and how great of a time they would have had with you. Luckily, Pete was smart enough to see what I see in you, and you were spared the embarrassment of showing up with a geek. I'd say everything turned out okay." Freddie looked down at his hands then, and he missed the look Sam was giving him. She knew there was something he was hiding, but she wasn't sure what it was, and she knew that he was too stubborn to tell her.

"Freddie..." Sam cleared her throat, which was thick with tears. "I'm not embarrassed to be seen with you." She thought about it for a second, and changed her mind. "Well, not _that _embarrassed." She poked Freddie's arm, trying to lighten the whole mood, which had gotten way too serious for her. She smiled at him when he looked up, and Freddie smiled back at her. Even though it wasn't his full smile, it was a start. He sat back in his chair, and it was at that point that she noticed the music had stopped, and it was silent on the fire escape. The only noises were the traffic below and the wind rushing past the building. She looked over at the PearHome and got an idea.

"Hey, Freddison. Can I make it up to you? I know you didn't get to go to prom tonight... and maybe you didn't want to," Sam narrowed her eyes suspiciously at him, and he smirked. "I'm not so sure I believe you." She lifted herself up out of her chair, and walked over to the PearHome. She fumbled with it for a few minutes, and finally let out a small noise Freddie assumed was satisfaction. She turned around, and stared at him.

"Dance with me?"

**A/N: I'm still not sure how I feel about this chapter. I wanted it to be serious and set the stage for later things, but I'm not so sure if I accomplished it or not. Let me know what you think, good **_**or **_**bad. **


	9. A Dance with a Dork

**A/N: I **_**still **_**don't own iCarly.**

_Chapter 9_

_A Dance with a Dork_

_"Hey, Freddison. Can I make it up to you? I know you didn't get to go to prom tonight... and maybe you didn't want to," Sam narrowed her eyes suspiciously at him, and he smirked. "I'm not so sure I believe you." She lifted herself up out of her chair, and walked over to the PearHome. She fumbled with it for a few minutes, and finally let out a small noise Freddie assumed was satisfaction. She turned around, and stared at him._

_"Dance with me?"_

Freddie's eyes got wide, and he turned a funny shade of pink. Sam couldn't help but laugh at his reaction.

"What Fredbag? I don't have cooties, and I'm not gonna bite you. Well, I might bite you, but that's not the point. Is it really gonna ruin your reputation or something if you dance with me one time? No one will have to know, and we can go right back to hating each other after." Freddie managed to bring his eyes back to their normal size, and couldn't help but smirk at the wording she had used, which was so similar to that of their conversation from so long ago.

"It's not that Sam. It's just well...I-I don't really know how to dance. I don't wanna step on your princess dress either..." Freddie looked down at his feet, hoping to think of another excuse, and Sam could see a redness creep up from under his collar, along with his ears. "You would think that my mother would have it covered, you know, in case a girl ever _did _ wanna go out with me, but to be honest with you, that's probably the only mother-son activity we haven't done. I guess she just forgot about it in between all the synchronized swimming, and knitting and first aid courses..." Freddie allowed himself to meet her eyes, only because he wanted to see her reaction. She bit down hard on her lip, trying hard not to laugh, and managed to make it a few seconds before snorting at his statement. She shook her head at her nerdy friend.

"It's not that hard Fredwardo. I'm sure I can handle teaching you...I mean, if you, if you wanna learn?" She could almost see the wheels spinning in Freddie's brain as he thought about her offer.

"You're not gonna make fun of me? Or hurt me if I accidentally step on your toe?" Sam shook her head, but Freddie looked skeptical. Not that she could blame him, she probably wouldn't trust her either if she was him. "Freddie, come on. Just, let me try to make it up to you..."

"Sam, I already told you, there's nothing to feel bad about. It was my choice. I mean, do you really wanna talk about this more?"

"I actually kind of do, Freddie, if you can believe that. Right now though, I think you should just stop whining and let me teach you how to dance, before I have to break my promise and hurt you." Freddie smiled at her threat, because it was nice to see her bounce back from her tears so fast. He sighed, and shook his head.

"Fine, Princess, you win. I don't know why I'm letting you do this though...I feel like it's gonna end in laughter. And not the good kind." He slipped off his worn out black Converse, just in case he did step on Sam's toes. He didn't completely trust her not to hurt him, especially after she said that she might bite.

"So, um, how do you wanna do this?" Freddie had unconsciously positioned himself as far away from Sam as he could, in the hopes that she might get distracted by something and forget about teaching him how to dance. If only he had some ham with him. Jerky would've worked too. He cursed himself for not being prepared for the worst.

"Well, Freddums, it would help if you wiped that scared look off your face, and actually got close enough to me that I could touch you..." Sam had to admit, she liked the way Freddie was reacting. It wasn't often that she knew something he didn't, and the fact that she knew she scared him made her much more confident, and she needed that, especially after her crying incident. It made her feel stupid and weak when that happened, and that was one of the reasons she avoided crying and showing emotion other than rage and sarcasm at all times.

Freddie began to inch closer to her, and as he did, she turned around to press play on the PearHome. The all too familiar song started to play, and Sam turned back around to face Freddie. He rolled his eyes at her song choice, but she held her finger up to him, and he knew Sam well enough to know that you didn't question the finger, because it was likely to poke you in the chest, or another vulnerable spot. He held up his hands in defeat, and nervously walked towards her.

"Okay, so first, you have to put your hands around my waist." She could see Freddie take a deep breath in, and for a second he closed his eyes. "Are you really that scared of me Freddie, that you can't even touch me?" That seemed to get to him. He reached out his hands, slowly, not wanting to make any sudden movements, and she felt the heat from his hands on either side of her. Then he finally allowed himself to touch her, and she felt the pressure from his hands on her hips. He looked down at her, and gave her a look, which she took as him asking if it was okay. She nodded and put one of her hands on his shoulder and the other on his upper arm. She couldn't help but notice the muscle she felt, and how much more solid he seemed to be lately. She wasn't used to

"Freddie, you're not squishy anymore!" She couldn't help herself, it just slipped out. Freddie turned redder than she had ever seen him, even redder than he used to turn when Carly would hug him, or touch him all those years.

"Um, thanks, I guess? I'm not really sure if that's supposed to be a compliment or not..." Sam kept laughing, and realized that they'd been standing still, basically holding each other. "Are you ready for the tricky part, Benson? You're a smart boy, I don't think it should be too hard for you. You just have to move." Sam demonstrates, and to her surprise, Freddie seems to be almost a natural at it. Sam could feel him relax as the song picked up. He wasn't exactly on the beat, but how much could she really expect from the nub? She was surprised that he still hadn't stepped on her toes. She was lost in thought when she heard him clear his throat. She was surprised when she had to lean back a little to meet his eyes. She wondered when he had gotten so much taller than her, and why she had never noticed it before.

"Well spit it out Fredly." Freddie looked down at his feet again, something he'd been doing a lot during their conversation.

"How do you spin someone? They always do it in the movies, and I think it looks really cool." Sam bit her lip again, trying to stop the laugh from coming out. She could tell he was trying to be smooth, but that wasn't who he was. He was just Fredward Benson, and he was a dork.

"You wanna spin me, nerd? Are you sure you can handle that?" Freddie sighed and shook his head. "Just forget I asked Puckett." Sam felt guilty again, knowing that he was only doing it because he was trying to learn. It wasn't like anyone else was willing to help him learn to dance.

"Okay, okay, Fredlumps. It's really not that hard, but I swear if you drop me, or fling me off the edge of the fire escape, it's not gonna be pretty." She demonstrated slowly how to spin someone, and just as he had with the basic steps, Freddie was a fast learner. The song had stopped, and another slow song had taken it's place, but Sam wasn't concentrating on the music anymore. She had to admit that dancing with the dork wasn't as bad as she had expected. He was a lot less clumsy than he was usually.

"Are you sure you can't dance?" Sam looked at him suspisciously. Freddie just shook his head. "Why?"

"No reason, really. I'm just surprised that a big nub like you hasn't squashed my foot or anything yet."

"Well, it could always be arranged," Freddie said, his eyes sparkling. Sam narrowed her eyes at him. "If you know what's good for you, Fredward, you won't let that happen." Freddie just laughed at her threat, and spun her around again. They danced together for one more song, and then Sam stepped back a little.

"I'm tired, Freddie. Can we sit down or something?" Freddie nodded, and Sam moved her chair, so instead of facing him she was looking out at the sky.

"It's pretty out here, isn't it, Freddie?"

"Uh, yeah. It's really beautiful." Sam was too busy though to notice that while she was watching the stars and the twinkling lights of Seattle Freddie was staring at her.

**A/N: Sorry it's kind of short, next chapter's going to be really important though, and probably super long.**


	10. Sleep Tight Princess

**A/N: I don't own iCarly. This chapter is a lot of Freddie and his feelings. Sam's feelings will come later, in other chapters.**

_Chapter 10_

_Sleep Tight Princess_

Freddie realized that he was staring at Sam after he what he said, and he quickly spun his head to face the city. He closed his eyes, hoping she hadn't seen him, and what he was looking at. After a full minute, she hadn't said anything, and Freddie was able to let out the breath that he had been unconsciously holding. He thought about what had just happened, about dancing with Sam. He wasn't supposed to feel this way about her. She was the reason he had started wearing boxers. They hurt less when she gave him wedgies. She constantly tortured him, and made fun of him, and his mother, and his hobbies. He couldn't be... In the middle of his thoughts, he felt Sam's hand on his forehead, and not in a good way. He found himself sputtering after she thumped him.

"Earth to Fredward! HELLOOO! I called your name like a thousand times." Freddie rubbed his forehead, trying to sooth the angry, red mark caused by Sam. "What, Puckett? What do you want from me?" He knew he shouldn't have snapped at her, but he was so surprised at her action that he just reacted. He looked at her, and she actually looked a little hurt, even if she was trying to hide it. He closed his eyes, knowing that the look on her face was entirely his fault.

"Sam, I'm sorry. I was just reacting. You can punch me if it'll make you feel better." That made Sam laugh, and made Freddie feel better. "I know why you thumped me. You were missing your princess crown." He reached out and grabbed the crown from the corner of her chair, and set it on her head. "That's better." Sam just rolled her eyes, but left the crown where it was. "I'm sorry for thumping you Benson, but you said we could talk, and you were spacing out."

"What do you wanna talk about Sam? Are you still convinced that it was your fault that I didn't go to prom?" Sam looked thoughtful, and Freddie couldn't help but wonder what she was thinking. It was times like this, and only in certain situations, that he wished she were more like Carly. Carly was predictable. With Carly, you could tell her mood because she wasn't good at hiding how she was feeling. Her face gave her away every time. With Sam, Freddie had to constantly assess the situation. Especially because of her mood swings. She could be in a good mood, and all of a sudden, she would do a complete 180 degree mood switch. It was frustrating.

"Well, Freddo, I wanna talk about prom, and I want some answers. Why'd you even ask me in the first place?"

"I told you, Sam. I just wanted you to have a backup plan in case the stupid guys in our grade didn't realize how lucky they'd be to go with you." Sam lightly punched his arm, her way of affection, he guessed, and he just shook his head at her.

"Fine. I _guess _I can accept that answer. Now can you please tell me why you didn't ask another girl after you found out that Pete asked me?"

"Uh, I don't know?"

"Wrong, Benson! No 'I don't know's' allowed."

"Really, Puckett? That's ridiculous." Sam stared at him, bringing her finger up, and that was enough incentive for Freddie. He wasn't in the mood to be poked, even if she was a princess. He blew out a breath, and the hair on his forehead ruffled.

"Well, I guess I figured that um, if I didn't have a date, I wouldn't have to go."

"I don't know if I believe that, Freddo. I know you weren't really excited about prom, but you're not usually one to back out of things." As she spoke, Freddie couldn't help but wonder if what she was saying was true. There _was _a reason he hadn't asked anyone else, but he wasn't quite ready to tell her that yet. To be honest, he wasn't sure if he would _ever _be ready to tell her that reason.

"I think that I didn't ask anyone else, because I just figured that I wouldn't have as much fun with anyone else. I figured we could've suffered together, that's all."

"Well now you're making me feel guilty again!"

"Why? You saying yes to Pete was a blessing in disguise. It was a win-win. I didn't have to go to prom, and you...well you got meat out of it right?" Freddie was completely lying, but Sam happened to be looking at her feet, which had somehow ended up in his lap. She looked up at him with a confused look on her face.

"Huh? Sorry, I kinda spaced out." He relaxed a little bit, and repeated what he had said.

"Well, I will admit, the meat was _amazing. _I mean ham, bacon, _and _pork chops? You really outdid yourself Captain Nub."

"Yeah, yeah. So is this interrogation over?" Sam threw her head back and laughed.

"You should know better than that. Mama doesn't quit that easily. You're still not telling me the whole truth. I can see it in your eyes."

"I don't know what you're talking about, Sam. I answered your question." Sam smirked, and kept pressing him. "Don't lie to me, Benson. I know you way too well for that. If I guess the real reason you didn't go to prom, will you tell me?" Freddie thought about it for a second, hoping that she wouldn't come to the same conclusion that he had a few weeks ago, and decided that it was a safe venture.

"Fine. I'll play your little game."

"Excellent." Sam made a show of cracking her knuckles, and stretching out her neck. To a bystander, it probably looked more like she was getting ready for a fight than getting ready to ask some questions.

"Okay. Guess number one. Did you ask someone else, get turned down again, and decide that two girls saying no to you was enough embarrassment for awhile?"

"Well, that was a little mean, but no. I didn't ask anyone else. Next guess?"

"Umm..." Sam's question was cut off with a yawn. Her eyes were starting to close, but just before they did, she dragged them open again. "My next guess is..." And then her eyes were closed for good. Freddie sat there looking at her, wondering when exactly the feelings he had for the blonde headed demon sitting across from him had changed from love-hate to just plain love. He couldn't help but laugh looking at her. Here she was, in her prom dress, and his sweatshirt, with her princess crown perched on her head. Her blonde hair was shining in the pale moonlight, and the breeze had captured a few strands, tossing them lightly across her face. He couldn't help but think how beautiful she was, and why exactly he had never realized it before. The only problem was, that he knew he could never tell her his feelings, because she would either laugh at him, beat him up, or do something far worse, that he didn't even want to think about.

The breeze had picked up while they were on the fire escape, and Freddie knew that he should bring her inside, over to Carly's where she belonged. First, he gently lifted her feet off his lap, and stood up, placing them back on the vacant chair. He gathered up his PearHome and brought it into his room. When he got back to the fire escape, Sam had managed to spread herself out along the two chairs. Freddie laughed quietly, but then realized the predicament he was in. It was as safe to wake Sam up as it would be to wake a bear. It was just something you didn't do, unless there was an emergency, or a pork product nearby ready to use. He hesitantly made his way over to Sam, and slipped his hands under her. She stirred slightly, and he held his breath. Her arm snaked out, and he snapped his eyes shut, waiting for her to hit him, but instead, all he felt was the gentle pressure of her hand on his neck. He slowly opened his eyes, and found that Sam had placed her hands around his neck, making his job of carrying her much easier. He picked her up, and once again she stirred, but then settled into him, pressing her face into his neck. He could feel himself getting red, just having her this close to him, and he was extremely thankful that she was asleep, or else he would've gotten an earful about how nubby he was acting.

He slowly lifted himself and Sam's sleeping form through the fire escape window, and walked her down the hall to Carly and Spencer's apartment. He wasn't sure where he should leave her, but once he was inside, he realized that there was a blanket on the couch in the living room. He made his way over to the couch, removing the crown from her head, and placing it on the side table. He leaned down to release her onto the couch, but she wouldn't let go of his neck. He tried to take her hands off, using his own, but Sam had a vice-like grip on his neck, and he was amazed at how strong she was, even while sleeping. He picked her up again, and spun around, sitting on the couch himself, and hoping that she would release him soon. After twenty minutes had passed, and Sam had once again buried her face into his neck, Freddie realized that he wasn't leaving anytime soon. He did something that he realized he could only get away with while he was sleeping, and leaned down, kissing the top of her head softly, getting lost when the smell of her cherry scented shampoo hit him.

"Sleep tight, Princess..." he mumbled, and closed his eyes, drifting off into a sleep as deep as Sam's.

At some point during the night, Sam had woken up, and realized that it wasn't a pillow she was resting on, but Freddie. She wasn't sure why, but for some reason, she hadn't woken him up and beaten the crap out of him. Maybe she was too tired, maybe it was something completely different, she wasn't sure. She rearranged herself before falling back to sleep, snaking her arms back around his neck, and resting her head on his shoulder. She felt one of his arm wrap itself around her waist, and the other settle itself across her legs, but she could hear his deep even breathing and knew that he was asleep. She couldn't help but smile as she fell asleep, and that was how Carly found them the next morning, the smile still slightly imprinted on Sam's face.


	11. Suspicions

**A/N: I don't own iCarly. Sorry it's taken so long to update. I've been writing a few other things, and I was at a weird place with this one. I didn't want to rush it and make it terrible. **

_Chapter 11_

_Suspicions_

When Carly woke up the next morning, she rolled over, and was startled to see that Sam had never made it up to bed. Whenever she stayed over at Carly's she slept in Carly's room with her. Last night, Carly had tried to stay awake, waiting for Sam to come back from her talk with Freddie, but she had been so tired from the long day, and all the excitement of prom, that she had lasted about 20 minutes before falling asleep. She had to admit that she was surprised at Sam's decision to go talk to Freddie, but she thought that it might have had something to do with what Freddie had said to her before they had left for prom.

Carly sat up in her bed, hoping that no terrible accident had happened last night. She threw on a sweatshirt over her tank top and shorts, and ran down the stairs. As soon as she hit the first floor, she let out the breath she had been holding in. She could see blonde hair coming over the top of the couch. She slowly walked over to the couch, and drew in another breath. It wasn't just Sam on the couch. It was Sam, _in Freddie's arms! _She definitely didn't know what to think of the situation in front of her. Sam's arms were thrown around Freddie's neck, and his arm was around her waist. Sam's face was resting on Freddie's shoulder, and his head was on top of hers. Carly felt herself blushing, feeling as if she had interrupted a private moment. Then it dawned on her that she was being ridiculous. She shook her head, trying to get herself together, when Freddie began to stir. She wasn't sure if she should back away, and make a run for it, or stick around. She decided to stay, and see if Freddie was just moving around or if he was waking up. She sat down on the leather recliner and waited. A few minutes later, Freddie opened his eyes, blinking the sleep away. He yawned, and looked over and saw Carly. His eyes widened, and he looked down. It seemed as if he was just remembering the events of the previous night. Events that Carly wasn't aware of. He knew how the situation he was in probably looked to her.

"Oh, uh h-hey Carls...This, this isn't what it looks like." Carly gave him one of her 'I know you're lying' looks, but she didn't say anything. It was awkward for Freddie, sitting on the couch talking to Carly while Sam was passed out on top of him. He took advantage of the fact that her grip on his neck was loosened, and stood up with her in his arms. Carly was surprised that he had the strength to hold her, but then remembered that Freddie had _finally _gone through puberty, growing leg hair and all, and that Sam wasn't a very big person. He laid her back down on the couch, and she curled herself up into a ball, mumbling something that neither Carly or Freddie could understand.

"I-I should probably um, get home. My mom will be worried. I'll come over later or something if you aren't busy I guess..." Carly raised an eyebrow at Freddie, very curious, but knowing that she wouldn't get anything out of him. "Okay, Freddie...see you later." He ran out of her apartment like his pants were on fire, and she heard the quiet click of his front door, followed by the shrill screams of his crazy mother. She had to laugh at that, because she knew that since Freddie hadn't slept at home, most of his morning would be spent with tick baths, and applying tick lotion, and other things of the same insane variety.

Carly sat down on the other side of the couch that Sam was curled up on, and debated on whether or not to wake her up or not. She knew that waking Sam was like waking a black bear, but she wanted, no she _needed _to know what happened the night before. She decided that her personal safety was less of a concern than her need for information. She leaned over Sam and put her hand on her shoulder. With a light shake from Carly, Sam's eyes fluttered open, and for once, she didn't look like she was about to murder her best friend. She sat up, stretched her arms over her head, and then rubbed the sleep out of her eyes.

"Morning, Carls." Sam's voice was thick with sleep, and she smiled at her friend. Then, looking more closely, she noticed the weird look that was still on Carly's face. She realized that she was still wearing Freddie's sweatshirt and her prom dress, an odd combination. She didn't remember how she ended up on Carly's couch though. The last thing she remembers is being on the fire escape with Freddie.

"Sam? Do you maybe want to explain this to me?" It was Sam's turn to make a face. She wasn't sure what Carly was talking about.

"Explain what?"

"Explain why I woke up to find you sleeping in Freddie's lap?" Sam's eyes widened, and she realized that she didn't have an answer for Carly.

"Well...um-uh can I shower first and try to explain it afterwards?" Carly nodded, and Sam raced up the stairs, trying to get a hold of herself. She wasn't sure how to explain what had happened last night to Carly. It wasn't like they had done anything. It was just awkward, because what had happened last night had been so different than how they usually were. As the hot water ran beat down on her, Sam tried hard to put the events of last night into a coherent story to tell Carly. Finally she dragged herself out from the hot water, and into Carly's room, where she had a drawer of her clothes handy. After pulling on a pair of shorts and a t-shirt, she dragged a brush through her long blonde hair, glad that the hair spray and clips from last night were out. She left it down, allowing it to dry. The shower had knocked some sense back into her, and she hoped that if started at the beginning, what happened later would come rushing back to her. She walked down the stairs, and found Carly on the couch, watching Girly Cow reruns, and eating cereal. Her stomach made a loud noise, and she made her way to the kitchen to get herself a bowl too.

A few minutes later, the two best friends were sitting on the couch quietly eating their cereal. Finally Carly leaned forward and put her bowl on the table, but instead of leaning back, she jumped up and kneeled on the couch.

"Sam, I'm dying here! You need to tell me what happened last night." Sam couldn't help but smile. Carly, while seemingly perfect in many ways, never had a very good sense of patience.

"Okay, Carls. Keep your pants on." Carly looked down and made a face. "I'm wearing shorts..."

"Not the point Shay. Listen it's not what you think." Carly sat back down on the couch, cross legged, facing Sam. She reminded Sam of an eager puppy waiting for a treat. Sam decided to wait a few minutes, and drag out the torture. Carly was visibly squirming, and finally she decided to be bold, and slapped Sam in the arm.

"Come on!"

"Okay, look. I wanted to talk to Freddie last night because I think it was my fault that Freddie didn't go to prom." Carly tilted her head slightly. "What do you mean, your fault?"

"Well after I told him I was going with Pete, do you realize how little time the three of us spent together? It was always just you and I. We went dress shopping, and we did all that stuff together, but Freddie was never really there. It took us until the night before prom to even realize that we hadn't talked to Freddie about who he was going with. We were kind of sucky friends, Carly." Carly's face dropped a little, and she nodded her head. Sam was right.

"So I went to talk to him, and I started crying-" Carly's face snapped up, a look of shock etched across it, and her mouth opened. "Don't even, Shay. I don't want to hear about it. I was just...I just felt guilty, that's all." She took a breath before she continued.

"We talked a little, and then I thought of something I could do to try and make it up to him. We danced, after I taught him. Can you believe that Crazy's never taken him to mother-son dance lessons?" Carly giggled. "I was surprised, too. So we danced a little, and we talked some more, and I asked why he didn't ask anyone else, or go to prom." That was when Sam remembered how she had ended up on the couch with Freddie.

"I remember! I fell asleep on the fire escape, and Freddie carried me here. I probably wouldn't let go of him." She purposely left out the part about waking up in the middle of the night, and snuggling into him, because she wasn't even sure why she had done it, and didn't want Carly to make her explain why.

"So why didn't he go to prom?" Sam shrugged at Carly's question.

"He said that he only asked me because he wanted me to have a backup, even though he knew I wouldn't need one. He said that he didn't even want to go in the first place, but I'm not sure if I believe him. There was something weird with him when we were talking about prom. I don't know what it was though." Carly sat back against the couch, and her mind began race, a small smile making its way to her face. She had dated enough and knew a lot more about boys than Sam did. She couldn't tell Sam, but she had an idea why Freddie was acting weird, especially the way he had been earlier. She made a mental note to have a little chat with her favorite technical producer. For now, she would just have to play dumb.

**Next chapter, Carly confronts Freddie about his actions. Hope you liked this chapter : )**


	12. Interrogating Freddie

**A/N: I don't own iCarly. Sorry it's been so long since I've updated! I've been a terrible person, and completely forgot about this story. This chapter's going to be mostly dialogue between Carly and Freddie.**

_Chapter 12  
Interrogating Freddie_

Sam left a little after our talk. We had watched a few more reruns of Girly Cow, and then she realized that she had to get home to feed Frothy. Her mom was always too busy trying on her latest bikini to remember anything else. After she left, Carly took a shower and got dressed. As she cleaned up the mess from their cereal and the aftermath of Sam's morning ham binge, she started to think about what to say to Freddie. She had decided during her shower that she was going to pump Freddie for information about the previous night. She knew it might be nosy of her, but after all, they _had _agreed that there would be no more secrets between the three of them. Carly figured that she had a right to know, even if her two best friends didn't agree.

Carly walked out of her apartment, and took the two steps across the hall, placing her in front of Freddie's door. She knocked quickly and took a step back. She had her fingers crossed that Freddie would open the door, and not his psychotic mother, but she had no such luck. Mrs. Benson threw open the door and stared at Carly.

"Hello, Carly." Somehow even her greetings managed to sound psychotic and weird. Carly had always been intimidated by her, especially after she had yelled at her about not loving Freddie all those years ago.

"H-hi Mrs. Benson. I was wondering if I could talk to Freddie. It won't take very long." Mrs. Benson cocked her head slightly at the question, and then her eyes lit up.

"Oh my, are you here to profess your love to Freddie? Maybe I can finally have grandchildren!" Carly turned a deep shade of red and started shaking her head.

"N-no Mrs. Benson, I have a boyfriend. I just have to talk to him about something, that's all." Psycho-Mom visibly slumped, but allowed Carly entrance into their immaculately clean apartment. "Freddie's door is the last one on the left. Althought I'm sure you remember from the taco incident." As Carly made her way past with a brief thank you, she felt a breath on the back of her neck. "It should have been you..." Mrs. Benson hissed in her ear. She was still upset about the incident, and Carly was sure that she would never forgive her. Carly shuddered and practically ran down the hall, knocking when she got to Freddie's door. She heard him mumble something and she opened the door, slamming it behind her. Freddie was laying on his bed, and sat up when he saw that it wasn't his mother wanting to talk to him. Carly could see him take a deep breath in, and she knew that he was aware of why she was here.

"Your mom is insane." Freddie shrugged, used to his mother's antics. "I know, but her shrink says that she can't really control her crazy levels." He sat with his back against the wall, and patted his bed for Carly to join him.

"Let me guess. We have to talk."

"You know me so well. Will _you _tell me what happened? Because Sam wasn't much help."

"What do you want to know?"

"Well I want to know a lot of things about last night, Freddie. First of all, did anything happen between you two last night?"

"No. I mean we danced a little, and then she fell asleep so I carried her into your apartment, and she wouldn't let go. I figured it wasn't a big deal for me to stay. Nothing else happened." Carly had to admit that she was a little dissapointed by the fact that their stories matched. She was hoping to catch them in a lie that would uncover a secret, or something exciting.

"Okay, next question. Why didn't you go to prom?"

"I just didn't feel like it, Carls. I told you already that I was sorry. It just isn't really my thing."

"Was it because Sam said yes to Pete?" Carly knew it had something to do with Sam. Ever since she had said yes to Pete, something had been off with Freddie. She could see it in his eyes.

"I don't care that she went with Pete. I told her that already. She already told me that he was nice to her, and I'm glad. She deserved to have a good time for once."

"So did you though, Freddie. Why didn't you just ask someone else?"

"There wasn't really anyone else I would have wanted to go with." As soon as he said that, his eyes closed, and he knew he had said too much.

"Wait, you wanted to go with Sam?"

"That's not what I meant. I just meant that it would have been fun with her I guess." As Carly watched his reactions and listened to his answers, something dawned on her.

"Freddie, do you like Sam?"

"Sure I like her. It's not like we aren't friends or anything..." He was trying to distract her, and she knew it.

"Don't lie to me, _Fredward._ You know what I mean." She put extra emphasis on his name, knowing it would make him mad.

"I know what you're asking Carly. I don't like her the way you think I do." He looks down and starts playing with a loose string on his Galaxy Wars sheet. Carly can see his ears, which have turned a lovely shade of pink. She knows he's still lying to her. Now she just has to trick him into saying something he'd regret later.

"So you don't like Sam like that?"

"No. I don't."

"And she isn't the reason you didn't go to prom."

"No. I didn't want to go with anyone, or go in general."

"And why don't you tell Sam how you feel about her?"

"Because I know she doesn't feel the same way and I don't want her to beat me up." That's when he realized that Carly had gotten the best of him, and he groaned. He put his head in his hands, and wouldn't meet Carly's eyes. Carly laughed a little, a smirk on her face that was worthy of Sam.

"What did I do?" Freddie was mumbling to himself, his face still in his hands. He looked up at Carly, a pleading look on his face. "You can't tell her Carly! Promise me! Ankle swear, something."

"I won't tell her Freddie, but you have to. No secrets remember?" And with that, she walked out of the room, saying goodbye to Mrs. Benson, leaving Freddie staring at his wall wondering what kind of mess he had gotten himself into, and how he was going to fix it.


	13. Help From Carly

**A/N: I don't own iCarly.**

_Chapter 13_

_Help from Carly_

After Carly left, Freddie began to pace back and forth in his room. There were a million thoughts swimming through his head, and he felt as if he were going to explode. How had he been stupid enough to let that slip out? Now he had to tell Sam, or Carly would. He had been pacing for a long time, but he wasn't sure how long. He knew that he had to tell Sam, even if he didn't want to, but he had no idea of how to go about it. He was definitely cursing Carly for making that stupid 'no secrets' pact. Freddie wasn't sure if Sam liked Pete, or someone else, but she definitely didn't like him. He was just her punching bag. She didn't even refer to him as a friend. They were 'co-workers'. Sure he knew Sam pretty well, but the only one who knew her better was Carly. She was the one who got him into this whole mess. He would have been perfectly fine just admiring Sam from afar, but no, Carly had to go and figure it out. So now she was going to help him with this problem.

He stopped pacing, and walked out of his apartment, mumbling something to his mother about going to Carly's, trying to ignore her screams about a tick bath. He crosed the hall, and knocked before walking in. Spencer and Carly were sitting on the couch watching 'Elephant Love,' and Spencer was crying. An outsider seeing his reaction might find it odd, but to Carly and Freddie it was his usual reaction. The elephants just got to him. Carly looked up at Freddie and smiled, but he couldn't bring himself to smile back, because his thoughts were taking over his body. She got a knowing look, handed Spencer a box of tissues and motioned up to the studio. They climbed the stairs in silence, and when they made it to the studio, Freddie slumped into his bean bag chair, and held his face in his hands, mumbling to himself. Carly slid down into the bean bag chair across from his and watched him for a moment.

"Freddie," she spoke softly, not wanting to freak him out. "What's wrong?"

"You were right. I wanted to go with her."

"Is that why you agreed to ask her?"

"I guess. I wanted to ask her before you said anything, but lets be honest, Carly. She never would've said yes to me, even if Pete _hadn't _asked her."

"Freddie..." Carly got angry then. She knew that Sam wasn't nice to Freddie, but it didn't help that he had no self confidence. He had finally grown and he really wasn't ugly or anything. In her opinion, he still thought of himself as a short, skinny tech nerd. He was so much more than that though. "If you wanted to go with her, why didn't you just ask her? Why did you give her the option of going with someone else? Sure it was nice that you had faith that someone else would ask her, but if you feel the way you do about her, why would you risk losing her to someone else?" He sat there silently for a minute and finally looked up.

"You can't lose what you've never had," He said bitterly. She could hear the pain in his voice and it made her wince. "There's no way Sam would have said yes to me over someone like Pete. Face it Carly. Girls are always going to pick jocks over nerds, it's just how it is. She made her choice, and it's just something I have to live with. You forget I don't exactly have the best track record with girls. I'll get over it." Freddie busied himself by picking at one of his sneakers, trying to keep the tears away. It was rare that Freddie got emotional, but this whole thing with Sam was just too much for him to deal with. Even more so than all the times Carly had turned him down. There was just something bigger about what he felt for Sam. It felt so much more real. Even though he tried hard to keep his emotions in check, a single tear fell, and Carly saw it. It was at that moment that she realized just how much Freddie must like Sam. More so than he had let on before. She had to make him see that he was good enough for Sam, that he was good enough to be her first choice, and not just a backup.

"Why can't you see how amazing you are, Freddie? Why do you always make yourself second best? You aren't a little boy anymore. You're the sweetest boy I know, and even though Sam will never tell you, she thinks so too. You're not some skinny little kid who only plays with computers anymore. You're acting like you've never spoken to her before. She's one of your best friends, Freddie. Tell her how you feel. She might surprise you. How is she supposed to know how you feel when you don't tell her?"

"There's no way I can tell her how I feel about her. I think she's the most beautiful person I've ever met. Everytime I look at her, I get lost in her eyes, and I can't remember what I'm saying, or thinking, I just go blank. I'd rather fight with her than get along with anyone else. Sometimes I start fights with her just so she'll talk to me. How am I supposed to tell her any of that? She'd sit there and laugh in my face, Carly. To her, I'm just a stupid nerd, and that's all I'm ever going to be...I'm just her punching bag, and someone to rag on when she's bored. I'm just someone in the background. Do you know how hard it was to pretend I didn't care when I heard that Pete asked her and she said yes? I just..." He choked on a silent sob, and his voice trailed off.

As she listened to him talk about Sam, and how he felt about her, she had started to cry too. She was a hopeless romantic, and to her, what Freddie had said was better than any romance novel, or cheesy made for TV movie she had ever seen. If only he could just tell Sam what he had just told her, maybe it would be enough.

"Why can't you tell her what you just told me? Why does it have to be complicated? Just talk to her Freddie."

"It's not that easy. She's not like normal girls, Carly. You're her best friend, you know that." Freddie wiped at his face with his sleeve, trying to collect himself before he went on. "It's so easy for other guys. They haven't been the brunt of her wedgies or swirlies for the past eight years. She actually talks to them like they're human beings, not just someone to pick on."

"You know that's not true," Carly started, but Freddie cut her off.

"Sure, she thanked me for the meat, and she came and talked to me last night, but what does that matter? There's always someone better than me. Even with you Carly. I don't want you to feel guilty, but that's just how I am. Second best all the time. Look, I thought I wanted your help with this whole thing, but I just can't do this, I'm sorry I wasted your time." Freddie lifted himself up off the bean bag chair and walked out the studio door, ignoring Carly's protests. She had never seen him this sad and she didn't know how to help him if he wasn't going to help himself.

Freddie sulked down the stairs back into the living room, where Spencer was still watching 'Elephant Love.' Even though he had wiped away any tears that might have been on his face, his eyes were red and puffy. He was glad that Spencer was still crying, because that meant he wouldn't notice Freddie leaving. He made it past Spencer, who was blubbering like an idiot. However, he wasn't prepared for what would happen when the door swung open, revealing a certain blonde, one he really didn't want to see at the moment.

"Freddork..." Sam acknowledged him, but all Freddie could do was run past her, out to the fire escape, leaving her standing there, wondering what had just happened.


	14. Sam Learns the Truth

**A/N: I don't own iCarly. Sam's POV, I'm apologizing in advance because it's mostly dialogue and super short, but necessary for the story.**

_Chapter 14_

_Sam Learns the Truth_

_However, he wasn't prepared for what would happen when the door swung open, revealing a certain blonde, one he really didn't want to see at the moment._

_"Freddork..." Sam acknowledged him, but all Freddie could do was run past her, out to the fire escape, leaving her standing there, wondering what had just happened._

As I watched Freddie run from Carly's apartment into the hall, ignoring his own apartment and running down the hall, I found myself frozen in the doorway. Finally, a sob from Spencer distracted me enough to uproot myself, and I knew that he was probably watching 'Elephant Love.' That show always made him cry. I wasn't sure what was wrong with Freddie, but something told me that Carly probably had a good idea. I walked into the apartment, shutting the door behind me. Spencer was huddled on the couch, a box of tissues in his lap, and mounds of tissues surrounding him.

"Hey, Spence, where's Carls?" He mumbled something that could only mean 'studio,' so I thanked him and ran up the stairs towards the iCarly studio. Carly was slumped in her bean bag chair, with a weird look on her face, staring at one of the walls. She definitely knew something. When I opened the door, she looked up at me, giving me a half-hearted smile, nothing like her usual one, and then looked down at her hands. I sat down in the bean bag across from her, and looked at her, waiting for her to look up. After a few minutes had passed, and she still hadn't really acknowledged me, I spoke up.

"Did someone die or something?" At least that got her attention. Her head snapped up, and she shook her head, but I wasn't sure if it was to clear her head or answer my question.

"No. No one's dead. Why?"

"Well, I just saw Freddie, and-" Carly began talking, cutting me off.

"You saw Freddie?"

"Yeah, and he looked like he just found out that Nug Nug was dead. Now I come up here and you look like someone kicked your puppy. What happened with the dork?" My question made her shake her head again. Something was definitely up, but she still wasn't talking, and Mama's patience was wearing thin. "Carly, just tell me."

"I'm not really sure I can, Sam. I don't know if he'd want me to. He's just really upset about something."

"Carly, what's going on that's so bad that you can't tell me? We tell each other everything. You already said that no one died, so it's not a matter of life or death right? I think he'll forgive you. Besides, it's not like the nerd and I aren't kind of friends. Just tell me." Carly sat there for awhile, thinking about what I just said, and I could see the wheels spinning in her head. When she let out a loud sigh, I knew she was ready to tell me. She took her time, and I could tell she was trying to word her answer correctly.

"He's having a...girl issue." I rolled my eyes.

"Is he in love with you, _again_?! When will that boy learn that you'll _never _love him? Haven't I beat it into him enough?"

"He's not in love with me, Sam. He came over because he's going crazy. He was going on and on about this girl, and how he thinks she's the most beautiful person he's ever met. He told me that everytime he talks to her he gets lost in her eyes, and he can't think, or remember what he was saying. He's afraid to tell her how he feels, because he thinks that she'll laugh at him." I couldn't help but laugh, and she gave me a dirty look.

"What? It's Fredward. Sounds like a load of chiz to me."

"Sam! Why can't you be nice to him for once? He was so upset that he could barely breathe. He asked this girl to prom, and she said no. She went with another guy, and now he thinks that he's going to be second best to someone for the rest of his life. He just doesn't know what to do, but he ran out before I could even offer to help him."

"But Freddork told me last night that he didn't ask anyone else to pr-" _Holy chiz on a stick! _This isn't happening.

"Did he um, mention who this girl was?" Carly nodded, but wouldn't look me in the eye. That's when I knew my suspicion was correct. I threw my head back, staring at the ceiling. "Are you saying the dork likes..._me_?! Me, of all people? The one who 'constantly causes him physical and emotional pain?' Does he have a death wish or something?"

After I finished my rant, I looked back up at Carly, and she still wasn't looking at me. Instead, she was staring at the studio door. There was as look on her face that I couldn't really read, so I swung my head around and saw what she was looking at. Brown hair, brown eyes, face crinkled in pain. And then he was gone.


	15. The Whole Truth

**A/N: I don't own iCarly. Sam's POV. Sorry about the ridiculously long break in writing I've been too busy to breathe let alone write. Hope you like it : )**

_Chapter 15_

_The Whole Truth_

_After I finished my rant, I looked back up at Carly, and she still wasn't looking at me. Instead, she was staring at the studio door. There was as look on her face that I couldn't really read, so I swung my head around and saw what she was looking at. Brown hair, brown eyes, face crinkled in pain. And then he was gone._

My stomach dropped the second I saw the expression on Freddie's face, the obvious hurt in his dark brown eyes. I closed my eyes, not wanting to see his face and sank into the beanbag, wishing I could just sink into the floor and disappear. It was a cowardly move, I know, but I couldn't help it. It was my fault and I knew it, but I squeezed my eyes shut, hoping it was just a dream. The sound of Freddie's footsteps got softer until they disappeared completely, followed by a loud slam that I took to be Carly's front door. I waited for another slam, but when I didn't hear it, I knew he hadn't gone home. I opened my eyes and saw Carly's face, and that's when I knew it wasn't a dream. I wasn't sure how much Freddie had heard, but it was enough to make him look sadder than the time I stupidly told everyone he'd never kissed a girl. After about a minute, I had finally calmed down enough to look over at Carly.

"How long have you known about this, Shay? Tell me the truth." It was definitely to my advantage that I could tell when Carly was about to lie. Her face always scrunched up and she thought she was being discreet about it, but it was ridiculously obvious.

"Well, technically, only about ten minutes." I could practically smell the 'but' from my spot on the beanbag, so I decided to help her out.

"But??" Carly looked up at me like she was about to vomit, and I knew that couldn't be good. She took a deep breath, but it took her a while to compose her thoughts. She opened and closed her mouth a few times, until finally she began to speak.

"Okay, listen. I'll tell you the whole story, everything I know, but I think you're going to get mad."

I hurriedly swore to ham that I'd _try _to remain calm, but I wasn't making any promises.

"Spill it, Shay." Carly sighed, but began her story.

"Here's the thing. Do you remember when you said that if I found a non-nubbish guy to ask you to prom that you would say yes and go with him?" I nodded, not wanting to break her concentration. "Well, I spent a lot of time that night looking through my yearbook, trying to figure it out, because I _really _wanted you to go and have a good time. And, well...the thing is, I kind of decided on um...on Freddie." She squeaked out the last word.

I couldn't control myeslf, and I jumped out of my seat, and started pacing around the studio, screaming.

"Freddie?!! Fredward Benson? Fred_nub_? Carly, have you lost your chiz? I tell you to find me a normal guy to go to prom with and you decide that 'The King of the Nubs' would be the best choice? In what part of your twisted mind did that seem like an idea that I would be okay with?" I knew I was being harsh, but I just didn't know any other way to react.

"Look, Sam. I understand that you're upset, but I figured that you'd go easiest on Freddie. Or maybe I thought he'd be a good match because he's the most used to your abuse, and he'd probably have the highest rate of survival. I'm not really sure. You have to know though, that all I did was make the suggestion that he ask you. It was Freddie's choice to go through with it. _He _decided to write that note. _He _was the one who decided to buy you all that meat. _And _not to make you feel guilty, but he never asked anyone else. He wanted to go with you, Sam. He didn't want to tell you how he feels though, because he was scared that you'd laugh at him."

Her last sentence sent another wave of guilt through me, since that was just what I had been done a few minutes earlier.

"He told me that he thinks you're beautiful. Sam, he never said that to me. Sure he used to drool over me 24/7 but he _never _told me that." I could feel myself blush, the same reaction I had when he told me the same thing. I sat back down, took a deep breath and looked over at Carly.

"He told me that, you know. Right after I told him that I chose Pete instead of him. I don't know what to do though, Carls. I don't think I like him the same way he likes me."

"I don't think he's expecting you to throw yourself at him and start professing your love for him. I think right now the first thing you should worry about is apologizing. I know you hate to do it, but I think he might appreciate it."

I was really glad at that moment that Carly was my best friend. Mama may know a lot about meat, but boys and relationships aren't my strongest subject, and it really is nice to have a best friend who's an expert on the subject. She's like my own personal dating encyclopedia. I was starting to get nervous though, something that doesn't happen to me very often.

"Can I ask you something though, Carls? Why all of a sudden did he tell you this? I mean, this is totally random, and he had to know you were going to tell me. No secrets right?" Carly got that look again, the one she gets when she's hiding something. "Carly..."

"Well, he didn't exactly come right out and say it on his own...I may have mentioned something about it before, after I found you guys on the couch this morning..." The blood rushed back to my face as I replayed last nights events in my mind. Waking up in Freddie's arms, and instead of assaulting him, snuggling closer and falling asleep again. If only I could remember what insane thoughts were running through my head at that point.

"You...you saw that?" I bit down on my lip, and looked around the studio, anywhere but at Carly, knowing that if I made eye contact, she would most likely be smirking at me.

"Yup, and if I didn't know better, I'd say that _both _of you were enjoying it." My face continued to get hotter, and redder I'm sure, and I felt like I was about to explode.

"I-I was _not _enjoying it!" Clearly she wasn't going to believe me though, not when I was stuttering like an idiot. "Look, Carls. I'm just really freaked out by this whole situation. I mean, sure, we had a nice talk after prom, and he's actually not a bad dancer, but I don't understand why he'd like me. Do I not make his life hell often enough? Did he even say why?" I didn't really want to know what he found so appealing about me, but at the same time, a part of me was dying to find out.

"He did, but I'm not really sure if I should tell you, or let him do it himself. All I know is that when he was talking about you, even though he was upset, there was this spark in his eye. I think you at least should listen to what he has to say." I wrinkled my nose at that, and Carly laughed. "I know you hate all that mushy chiz, and it makes you want to vomit, but can we just talk about this?"

I really didn't want to discuss the topic anymore with Carly, but the thing is that when she wants to talk about something, there's no getting out of it. _No matter what. _ Even for me, it was like I had no control over my words, and they just slipped out against my willl.

"You're not going to let this go, are you Shay." She shook her head and smirked.

"Not a chance, Puckett."

With a sigh, I nodded, signaling her to start her speech that I knew she had planned. She didn't dissapoint.

"Look, I know you pride yourself on your tough behavior, and that you're strongly opposed to admitting you and Freddie are friends, but here's the thing. You are friends. _Best _friends. Only now, for some reason, Freddie sees you as something more than that. I don't know why, and I don't know for how long, but he does, and the way he was talking about it, it doesn't seem like the kind of thing that's going away any time soon." With each word she said, an odd feeling in the pit of stomach became stronger and stronger. I wasn't used to hearing about guys who liked me, especially not guys who happen to be Fredward Benson.

Most guys only talked about me regarding who I'd beat up last, or how many Fat Cakes I'd eaten at lunch that day. The weirdest part about the whole thing was that of all the guys in school that had a reason to complain about me, Freddie's were the most legitimate, but he wasn't complaining. Instead he had managed to fall in love with me, or some other crazy situation like that. What is this world coming to? The next thing you know, I'll be a high honor student and a vegetarian. My head was so full of chiz that I could barely think straight.

"What am I supposed to do? Off all the girls at our school, Freddie stops stalking you and decides that he's in love with _me_? Is he _insane_? What am I supposed to say to him? 'Hey, Fredward, how goes it? I hear you're in love with me?' Yeah, right."

At that point, I knew I was rambling, but I needed answers to try and sort out the mess in my head. Finally, Carly spoke.

"I don't know what you're supposed to say to him, Sam, but you have to say _something_. He's a mess, but after what just happened I'm not even sure where he'd be."

I sat on the bean bag for a long time, thinking about what to do. Finally I came up with a somewhat decent plan. Crossing my fingers, I hoped Freddie hadn't decided to break his pattern of predictability, and I headed down the stairs and out in the hall. I knew where I had to go.

**Hopefully that wasn't too terrible. There's only going to be one or two more chapters in this story. Thanks for reading.**


	16. Thinking Over

**A/N: I usually hate writing author's notes, especially long ones, but in this instance, I owe it to all you readers, however many or few of you there are. I've been ridiculously busy for the past few months, and I haven't had any time to write anything. I haven't updated in so long, and I know that this author's note doesn't make up for my absence, but hopefully this chapter will help a little, and thanks for sticking with the story. This chapter is super short, so I'll apologize for that too, but tomorrow the long conversation, and final chapter before the epilogue should be out. **

**Disclaimer: I don't own iCarly. **

_Chapter 16_

_Thinking Over_

_Sam's POV_

If Freddie Benson was anything, he was predictable. Granted this whole 'being in love with me' thing had taken me by surprise, but in all the years I've known him, it's probably the first truly shocking thing I've seen him do. When I left the studio, and Carly, I started to regret it immediately. Now I was completely alone with my thoughts, and I wasn't sure how I was going to handle this situation. At least I knew where I could find him. Other than that, I had nothing. Freddie's predictability can be a blessing most of the time. I knew him well enough to know that he'd be on the fire escape. It's where he goes when he's upset, or needs to be alone to think about things. So here I was, with a final destination of the fire escape, and not much else.

Luckily on the way out of the Shay's apartment, I remembered to grab my emergency honey ham from the back of their fridge. Slipping by Spencer, who was still in hysterics over Elephant Love, I made it into the hallway. Unfortunately, this meant that I was directly in front of apartment 8D, home of the one and only Fredwardo. At least I knew he wouldn't be there, so I didn't have to worry about coming face to face with him...yet. I closed the door, and slid down the wall. I knew I wouldn't be able to think clearly until I had ham in me, so I devoured the entire package, cursing myself for not splurging on the family size.

It was at that moment that I started to wish I had listened to all the things that Carly had told me about guys and relationships during the course of our friendship. I needed her here now, but that was out of the question. There was no way I could march back up to the studio and admit to her that I was scared, even if I was. I know it doesn't happen often, but emotional situations like these always make me squirm. So here I am, my nubby best friend in love with me, and I don't have a clue what to do about it. Clearly this isn't a fairytale, so I can't make a wish and magically have everything go back to how it was, or fall madly in love with him at the drop of a hat. I wasn' t in love with Freddie Benson, I knew that for certain. That was pretty much the only thing I knew, though. I wasn't quite sure how exactly I felt, or even how I _should _feel towards him now. I was basically still at square one, even with a stomach full of hammy goodness. Chiz.

After a few minutes of staring at Freddie's door, my mind completely blank, my thoughts turned to Freddie. Carly wasn't lying when she said that we were best friends. Over the past year, we've settled into a comfortable banter, where I make fun of him, and he rolls his eyes at me and laughs. It was kind of weird not fighting for real, but every once in a while one of us would get heated, and it would be like nothing had ever changed. Sometimes we even went to Groovie Smoothie by ourselves, and just talked. He was a really good listener when his general nerdiness didn't get in the way. The other thing that was confusing me was why he even liked me in the first place. I made the better part of his childhood miserable, I gave him more wedgies in a week than the average person gets in their lifetime, and I announced live on the internet that he had never kissed a girl before. We all know how that situation ended, but I doubt that changed the way he felt about me. He was a lot different than he had been a few years ago. With the new muscles he had aquired mysteriously, and the longer hair, he wasn't as gag-worthy as he used to be. I had even heard girls gossiping about him in the locker room during gym. That was definitely something new.

I wasn't getting anywhere just sitting here, and I knew I had to find him soon, before he came back to find me creepily staring at his door. I picked myself up off the floor, and took a few deep breaths. Before I could back out, I made my way down the hallway, and towards the faint music that I'd become so accustomed to. As I got closer, I didn't hear any sniffles, so I was hoping that meant I wouldn't find a crying Freddie again, like the time I came to talk to him after he walked out of our webcast. I usually knock when I get here, because I've always felt that the fire escape is Freddie's personal space, and if I didn't knock I'd be breaking an entering. This time though, I knew if I didn't say something, I would back away and run all the way to my house, like a coward.

"Hey, stranger."

**Once again, I'm sorry for my ridiculous absence, and if this chapter sucks, I'm definitely a little Seddie rusty, and please just bear with me. The next chapter will hopefully be much, much better.**


	17. Conversation with a Demon

**A/N: This was supposed to be the last chapter before the epilogue, but as I was writing it, I realized it was way too long to be just one chapter. It's going to be split in the middle, and the second part will be in Sam's POV. Hopefully this is much better than the last chapter, which I didn't like, and I felt it was really awkward. This part of the chapter is a little emotional, but everything will be okay in the end, promise! By the way, I hope EVERYONE watched iSam's Mom. I've watched it twice already, and it'd definitely in my top three favorite episodes. I laughed the **_**entire **_**time. And **_**holy hotness**_**, Nathan Kress! Out of control.**

**Disclaimer: I don't own iCarly.**

_Chapter 17_

_Conversation with a Demon_

_Freddie's POV_

Thinking about it now, it was probably stupid of me to run away from Sam, but the moment I saw her, I couldn't. Think that is. Now that I'm safely on the fire escape, coherent thoughts are slowly starting to become possible, but where to go from here, I'm still not sure. I don't know what compelled me to run back up the stairs, but as soon as I heard her laughter, I couldn't help but run away again. I've been on the fire escape for about ten minutes, so I have no doubt that by now she knows all about my feelings for her. The whole 'no secrets' pact that the three of us made has really been biting me in the ass lately. That, plus the fact that Carly is a huge gossip, doesn't help my case at all. There was no doubt in my mind that she would know where to find me, it was just a matter of time before she came.

It was useless trying to deny the inevitable, but I was going to do my best anyways. Blindly reaching over, I pushed play on my Pearhome, and waited for the first few notes of a song to start. I've spent a lot of time out here, especially during the past month, and it's the one place that I can be all alone, and think about what I need to. If I'm being honest, Sam's the only other person that's been here with me. Since my mind clearly wasn't working right, I let my eyes take in the night around me. There were a lot of stars out, which suprised me, because with all the rain we have here, the clouds usually block it. If Sam were here, and I voiced this thought to her, she would be telling me how girly and nubbish I sound...and there I go again. I swear, it's like she's hacked into my brain, and I just can't flush her out. These days it's hard to think about anything without thinking of a way to relate it back to her. I try shaking my head to get her off my mind, but all that does is make me a little light headed. Stopping the motion of my head, my eyes locked onto the chair folded and resting in the corner of the fire escape. Just another thing to remind me of her. That's _her _chair. Don't believe me? She wrote her name on it last time we were out here, along with a threat to stop anyone who even thought about sitting on it. There's just no way to escape her. So for now I'll just sit and wait for the beating of a lifetime that should be coming in 5,4,3,2...

_"Hey, stranger." _And there she was.

Creepy. I'd been waiting to hear her voice from the moment I made it to the fire escape, but it'd been almost a half hour, and I knew that even Carly couldn't have drawn it out that long. She probably stopped for some ham on the way. It'd suprise me more if she hadn't. I wasn't sure how I looked, or if my eyes were still red or puffy, but I knew that at some point I'd have to turn around and make eye contact with her, maybe even have a conversation, if my brain and tongue were willing to comply. I took a deep breath in, trying to pull all the courage I could out of thin air, and into my body. Finally, I pulled myself up a little, turned around, and there she was. The light from the hallway framed her, and it really wasn't doing anything to help the feelings that I clearly had for her. She looked like an angel, or as close to an angel as a blonde headed demon could get. I'm sure I looked like a fish, all open mouthed and gaping, but she was here, and that meant my mind was gone. I'm not sure how much time I had spent staring at her, but I'm guessing it wasn't too long, or else she would have inflicted some kind of bodily harm.

I cleared my throat and gestured for her to join me, getting up and grabbing her chair. Anything to drag my eyes away from her, even if just for a second. As I unfolded it, I heard her climb through the window, a little disappointed that there was no dress involved and she could make it through on her own. Then I reached another crossroad. I wasn't sure if I should put the chair next to mine, or across from it like I usually did. I swear, the things this girl does to me. It's like when she's anywhere near me lately, my brain is just a pile of mush. If I didn't like her so much, I think it'd drive me crazy.

Finally, I decided to put it across from mine, like it usually was when Sam decided to pay me a visit. I had no idea how this conversation was going to go, but maybe some amount of normalcy, no matter how small, might help things along. Well, it _would _have if she sat down like she usually did.

Instead, she crossed the fire escape without another word, and leaned down, resting her arms on the rail. I waited for her to speak, because in all the years I've known her, she's never been one for silence. Of course she had to prove me wrong, like she always does. Typical Sam.

Just another setback to deal with. I was used to sitting with her. Now she was throwing me off. Was I supposed to stand next to her? Was I supposed to sit down and leave her alone? Would it be easier to just run away? This whole thing just keeps getting more complicated. Now that I'm thinking about it though, I shouldn't be suprised, because really, when is anything involving Sam Puckett ever easy? _Never, _that's when.

I was starting to space, and I knew it. I had to snap myself out of it before bad things got worse. Rubbing my face with my hands and taking a deep breath, I took a small step forward, not wanting to sneak up on her, or invade her space. If that happened, there was a good chance that she would attempt to fling me off the fire escape, and then I'd really never get a chance to explain myself to her. When my first step didn't result in immediate death, I hazarded another, and another, until I came to the rail, and bent down to mirror her position, taking in the skyline.

The view was really nice, and if Sam hadn't just found out about the ridiculous feelings I now have for her, it might have almost been like a scene in one of those terrible chick flicks that Carly forces us to watch. This wasn't a movie, though. This was real life. This was Sam and I. Nothing more, nothing less.

I was starting to understand my problem with this situation that I'd found myself stuck in. For as long as I've known Sam, I've never even entertained an idea about having these feelings towards her. Therefore, I obviously never thought about what I'd say should these feelings arise. After a few minutes of silence, it was clear that Sam wasn't about to be the one to break it.

I'm not one for drama, but I was starting to get the feeling that this was a make or break situation, and I'm not exactly a smooth operator. Sam will be the first to tell you that I'm about as smooth as chunky peanut butter. I backed away from the rail, and settled into my chair, hoping it would bring me some stability in this crazy, messed up situation.

I'm not sure why, but the chair did somewhat manage to calm me down. I closed my eyes and sunk down into the chair, letting the sounds of traffic below us wash over me, and drown everything else out. I needed to tell Sam how I felt about her, but I also didn't want to lose her as a friend. I couldn't. That would hurt more than any rejection at her hand ever would. I was shaken out of my thoughts by a slight pressure on my legs. I opened my eyes to a familiar pair of Chuck Taylors, and the smirk that I'd grown so fond of lately.

"Is it just me Freddo, or do we spend way too much time alone up here? People might start to talk."

I know that she meant it as a joke, something to lighten the mood, but I figured it was also her way of letting me down. I closed my eyes and sank back down, remembering the time when I didn't like Sam, and how we would just sit out here for hours and talk about whatever we felt like. I felt the weight of her feet leave my legs, and felt it shift to my heart. She was leaving. I kept my eyes clossed, so at least I'd be spared the visual of watching her go.

A few seconds later, I felt warmth on my shoulders, and my eyes popped open to stare straight into hers. While I had been wading in my self pity, Sam had moved her chair closer to mine. As we continued the staring contest we were currently engaged in, her fingers slid down my arms, leaving white hot trails of sparks in their wake. While I let the sensation wash over me, her hands found mine.

"I'm sorry I laughed Freddo, I really am. I wasn't laughing _at _you though, you have to believe me. When I get nervous about things, I start to laugh. You can even ask Carly. I was confused though too. You have to admit that I have a right to be confused. Or maybe suprised. I'm not sure which one I felt more. It isn't everyday that a girl finds out her nubby best friend has feelings for her, you know."

It was embarrassing to hear, but as I watched her, the signature smirk disappeared, and was replaced by a genuine smile. Somehow that smile gave me the little nip of courage that I needed. If she could tell me how she felt about the situation, why couldn't I do the same? I squeezed her hands, summoning the last bit of courage I needed, and then the word vomit came.

"Here's the thing Sam. I like you. I might even love you." As the words left my mouth, I could see her eyes widen, but I shook my head for her to stay quiet, because if she interrupted me, there'd be no way for me to start again. "I know that to you, I'm just some nub, but I can't get past my feelings for you. You're so amazing Sam, and I'm sorry that it's taken me this long to realize it. I completely understand if you don't have feelings for me, and I get it if you think it's weird that I'm having these feelings, because believe me, at first, I thought the exact same thing." As I continued to spill my guts to her, about what I'd said to Carly, and how I felt, my gaze traveled from our linked hands up to her face. I had to stifle a laugh, because she had her thinking face on, her brows knit in deep concentration.

"I know it's bad timing, because I'm guessing you're going to New York with Carly, and we'll be split up for all that time, but I couldn't have you leave without at least telling you how I felt." She met my eyes and took a deep breath, pausing before she finally spoke.

"Here's the thing, Freddie."

**That's it for this chapter. Sorry about the cliffhanger, but I just couldn't put it all together, it was way too long. **


	18. Conversation with a Nub

**A/N: This is the second half of Sam and Freddie's fire escape conversation. As I was writing it, more and more kept coming to me, so I apologize, because this chapter is really lengthy, and I'm not sure how happy I am with it. Sam's a little OOC in this chapter too, but I had to do it to make the conversation, and the scene work, don't hate me too much. P.S. I just saw the iStart a Fanwar promo and I'm FREAKING OUT. I swear, if there's no Seddie, I might cry, no joke. Please, Dan. Make me happy.**

**Disclaimer: I don't own iCarly.**

_Chapter 18_

_Conversation with a Nub_

_Sam's POV_

_"Here's the thing, Freddie."_

I regretted speaking as soon as the words left my mouth. If I started this conversation with the nub, there was no turning back. Things were going to change, and I wasn't sure if I could handle that. I had only just begun to accept that we were truly friends. This conversation would definitely change the balance of things between us. There was no denying that I had things to tell him. The problem was that I'm not good with words, unless I'm screaming them at some unsuspecting nerd, or Freddie, but this was hardly the time for screaming. Carly's always been the one who knows what to say. She can explain anything to anyone, and loves to talk, especially if the subject is boys. I usually just stick to letting my fists do the talking. They get the job done for Mama. However, this was one of the very few occasions in which I couldn't rely on violence. I had to swallow my pride and tell Freddie what was going on in my head, even if it didn't make much sense. It was even harder because the minute I had stepped out onto the fire escape, the conclusions I'd managed to come to while I sat in the hall had flown out of my head. I took a deep breath, and was deeply unnerved by the fact that it was shaky.

"You told me how you feel, now it's my turn. I thought about this whole um...situation, before I came here, and there's some chiz I have to talk to you about, but I...I'm just. I'm not really sure how to say any of it, and I don't want to get you in trouble with Crazy or anything because of your curfew."

I couldn't bring myself to look at Freddie now, because I knew that if I did, I would lose the ounce of nerve that I was clinging to. I concentrated on the night sky, wishing for something to distract me. After a few of the longest moments of my life, his voice broke the silence.

"Lucky for you, Puckett, I have the whole place reserved for the night, and my mom's at a conference."

I was still too scared to look at him, but I could hear the smile in his voice, and it made it a little easier. I was trying my best to get my mind back on track, when once again, I found my mind blank, as it had been when I first joined the nub. Freddie had flexed his fingers, and when they came back down to rest on mine, I was all too aware that we were still holding hands, and very concerned that I had forgotten in the first place. I tore my eyes away from the sky, and they settled on our hands, resting between us. My brain stopped working, and my eyes remained where they were.

I've never thought of my hands as small, or delicate, but woven between Freddie's, those were the only words I could think of to describe them. It was unsettling, because my hands were my weapons. People were afraid of them, and the punishments they dished out. They never failed me. Now, in Freddie's hands, they looked like hands of a small child.

I tried to shake the thought from my mind, and allowed my gaze to land on Freddie's hands. I had never noticed before, but he had really long fingers. I figured I would have noticed before, since all the nerd does is type, but I guess I just never really had a reason to look before. His hands were large, but not disproportionate. They seemed to suit him well. They seemed strong, a thought that made me almost laugh out loud. Never before would I have thought that I would use Freddie and strong in the same sentence, but weirder stuff has happened tonight. As I started at our hands, I watched as his thumb began to draw slow circles along my fingers, sending an odd chill up my spine, one I _totally _wasn't expecting. It was apparently what I needed to jump start me back to reality, because my head snapped up, and I found myself staring straight into Freddie's eyes, the smile I had previously heard in his voice, ridiculously apparent in the two pools of chocolate staring back at me.

"Hey," he said, wiggling his eyebrows, and I couldn't help but roll my eyes at him. I've always found it funny when Fredlumps trys to act smooth.

"Hey, yourself." We didn't break eye contact, and it was somewhat of a comfort, but that nervous feeling had returned to the pit of my stomach, settling somewhere among the mountains of ham and fatcakes. It was now or never, so once again, I found myself drawing in a deep breath, and I started to talk.

"So, here's the thing. I'm not going to New York with Carly." There. At least _that _was out of the way. Now Freddie's face looked how I'm sure mine did when I first found out about the feelings he had for me.

"You're not? I just thought that...what are you doing?"

"Going to Stanford with you, DUH!" I let that sink in for a few seconds, and when I was almost positive that his eyes were about to burst from his skull, I let go of one of his hands and ruffled it through his hair. "Fredward, chill! I'm totally kidding. I am going to school half an hour away though..."

His eyes, which kept widening, finally shut, and when they opened again, they were shining, and he smiled one of the biggest smiles I've ever witnessed from him.

"Yeah, I thought you'd like that, Nubby. I don't want it going to your head though. This has nothing to do with you and Carly, or who I like the most. It's _definitely _not about those new feelings of yours either. It was my choice, you just happened to get lucky that your brainiac school is closer to Mama's." He just kept smiling, and grabbed my hand again. "I have questions, Nerdpants, and I expect answers. Truthful answers. None of the dancing around them like you did last night."

He made a face, but after a short staring contest, Fredweird finally gave a short nod, which made me smile. It was nice to know that I had a little power over him. I edged forward in my seat, forcing our knees to press together, and began my interrogation.

"So now that I know about these...feelings...of yours, answer my question. Was I the reason you didn't go to prom?" Although there was no answer, he nodded again, a small movement of his head that I might have missed if I wasn't staring at him. "Why didn't you ask anyone else, though?"

He took his time, but soon I got my answer.

"I guess I just figured that no one was going to stack up to you, and I didn't want to try. I didn't really want to um...see you there with Pete, either." He broke our eye contact, and it was at that moment that he made me cry for the second time in two nights. It was just something about his words that got to me. Stupid nub. There weren't many tears, but the few that managed to escape ran down my cheeks, leaving white hot trails in their wake. I looked back down at our laps, not able to look at the boy across from me. I knew it would only make things worse. I really hated that he could make me so emotional. I was supposed to be the strong one, not the girly, weak one who cried about everything.

This time it was Freddie who let go of my hands, and I felt a pressure under my chin, as he lifted my face up to meet his. His hand moved from my chin to my cheek, wiping away a stray tear.

"No crying, Sammy, not tonight." My suspicions were proven correct as our eyes met again, and my tears became more frequent, until Freddie was no more than a blur across from me. I pulled away and ran to the balcony, contemplating how to escape this situation. I kept wiping at my face, trying to stop the tears, and managed somewhat successfully, but there was still the matter of my breathing. I sounded like an asthmatic during gym class, and I knew I'd be developing the hiccups any moment. I'm sure I looked pathetic, a real trainwreck. Wiping my tears once more, I turned around. Freddie's face showed concern, but there was also a slight trace of amusement. I knew he got a kick out of this.

"C'mere, Princess." He held his arms out to me, but I wasn't sure what to do in this situation. I assumed by the way he was gesturing that he wanting me to sit in his lap, but I really wasn't sure how to handle that situation. If I went over, and sat with him, would it be leading him on? Would he take it the wrong way, before we even had a real conversation about things? I guess there's only one way to find out.

**A/N: I'm sorry, I know I shouldn't have left another cliffhanger, but this chapter would have been ridiculously long if I hadn't stopped here. I promise that the next chapter will have the juicy parts, and lots of Seddie goodness that I know you'll love : )**


	19. Loose Ends are Tied

**A/N: Once again, I have to apologize to all my wonderful reader babies. I've been so busy that I've been writing a paragraph or less a day. I finally got a chance to sit down and write this whole thing without any distractions. It's the longest chapter in any of my stories, and honestly, I hope you like it as much as I do. There's no cliffhangers, everything gets resolved, so at least there's that. I hope it's not too long or boring for anyone, and if it is, I apologize. I hope you all like it! : ) **

**Disclaimer: I don't own iCarly. Duh.**

_Chapter 19_

_Loose Ends are Tied_

_Sam's POV_

_"C'mere, Princess." He held his arms out to me, but I wasn't sure what to do in this situation. I assumed by the way he was gesturing that he wanting me to sit in his lap, but I really wasn't sure how to handle that situation. If I went over, and sat with him, would it be leading him on? Would he take it the wrong way, before we even had a real conversation about things? I guess there's only one way to find out._

This whole situation with Frednub really had me in a tizzy. I know that most people think I'm unorganized, and lazy, and maybe that's true, but how do you think I come up with all the ways to make his life miserable? That takes time, and planning, and when I'm thrown into situations I'm not prepared for, it really gets me frazzled. This was a serious situation, and I had to take a minute to figure things out before I had this talk with him. I could feel his eyes on me from where he sat, but I just didn't have the courage to meet his gaze, not yet anyway.

I was well aware that things were different now. I also had enough sense to realize that I would have to make some kind of decision about the future nature of mine and Freddie's 'relationship.' The nub's feelings were out in the open, and no matter what happened, he couldn't take that back.

For some reason, I wasn't feeling nauseous about his feelings for me, like I would have in the past. This wasn't just some nerd with a crush. This was Freddie, and he was my best friend, besides Carly, of course. He was the only guy, besides Spencer, that I'd ever allowed myself to get close to. He'd been the brunt of my practical jokes and abuse, both physical and mental, since the day we met. He was also supposed to be head over heels in love with my perfect, girly best friend. What was bothering me, was that I hadn't even noticed when things had changed. How had his feelings toward me flip flop so dramatically without me even realizing it? I knew that I had been a bad friend in the past, but I'll admit that my friendship with the nub is a lot stronger than it ever was when we were younger. Things were just different now.

He wasn't in love with Carly anymore. He wasn't a little squirt with a higher voice than I had. He was just Freddie, my best friend. Only now, he had feelings for me that were more than platonic.

Things are pretty crazy now. I think I might be going slightly crazy myself.

I must have been way more into my thoughts than I realized, because suddenly I registered Freddie's voice, saying my , plus the fact that he was standing about a foot away, staring down at me, was enough to bring me back down to Earth. His face was filled with even more concern, and I'll admit it was very unnerving. His voice had brought me out of the clouds, but at the same time, caused me to jump pretty high. His hand was suddenly on my arm, steadying me. I could feel the warmth from his hand oozing through the thin fabric of my shirt.

"You okay?" For some reason, I was very aware of his close proximity. All I could do to answer his question was nod, and things only got worse when he began to run his hand up and down my arm.

Neither of us spoke, but I knew Freddie well enough to know that he was thinking about something. I could practically see the wheels turning. He must have come to some conclusion, because he cleared his throat and started talking.

"Look, Princess. I know you said I'm not allowed to dance around your questions. What about dancing with you? Is that out of the question?" As soon as he stopped talking, I saw the blood rise from the collar of his shirt, flooding his face, all the way to the tips of his ears. I had to roll my eyes at his proposition, and he looked away, rubbing his neck sheepishly.

"You think you're pretty smooth, huh, Casa-nerd-a."

"I only ask, because depending on how things go, I may end up with broken legs, and my illustrious dancing career could be over before it even started." I gave his arm a little shove at that comment, but I had to give him points for creativity, and the fact that he knew me so well. I was well known for being violent, and he of all people knew that. I had always counted on that to get me through the day. The problem was that being out here with the nub, I was having a really hard time remembering why I picked on him all the time, and an even harder time trying to think up reasons to reject his request.

After a minute of desperately trying, and failing to come up with an excuse, I realized that it was useless. If I was going to do this, though, it was going to be under Mama's terms. I crossed my arms, trying to project my usual tough attitude, but he clearly wasn't buying it, judging by the smirk on his face. The smirk that looked suspiciously like my own. Stupid nerd.

"Listen, Fredward. I'll play your little game." Raising his eyebrow, his smirk got bigger, but I wasn't about to let him off easy. "But...you're going to promise me that after I give you the honor, and _yes_, it is an honor, of dancing with Mama, you're going to sit down and answer every single question I have."

I held my pinky out, waiting for him to decide his fate. After what felt like forever, he brought his hand up and wrapped his pinky around mine.

"Promise."

Standing there, attached at the pinkies, it was clear that neither of us wanted to make the first move. I hate when the nub wins things, but this time I was perfectly happy to stand on the fire escape all night until he made his move. I'll deny this if anyone ever asks, but he was the guy in this situation, and he's the one with the feelings, so he can deal with his chiz, suck it up, and be a man.

It was at that moment that he dropped his hand from mine, and I couldn't help but wonder if he could hear my thoughts. I looked up at him, only to be met by his stupid raised eyebrow. Whenever Frednerd's feeling bold, the eyebrow goes up, and I take a lot of pride in the fact that I'm great at causing it to fall. This time, I knew the eyebrow was meant to signify that he was up for a challenge, and before I knew it, he had grabbed my arm and pulled, closing the gap between the two of us.

That's when the worst things possible happened.

I giggled.

I do not giggle. but here I am standing on a fire escape in Fredward Benson's arms, no less, giggling like Carly. It's official. I'm insane. I've gone crazy. The world may very well end tonight.

I was trying to cover it up, but I knew the damage was done. I had giggled, in front of Freddie, and he had heard it. To make matters worse, I could feel him shaking, and I knew he was trying to hold in his laughter. From the soft snorts I heard, he wasn't doing a very good job. My face was on fire, and I'm sure it was a lovely shade of red, bordering on purple. Of course, with my luck, I did something else that didn't help my situation. As I tried to hide my face, I forgot my close proximity to the nub, and all I managed to do was bury my head into his chest. Clearly not what I was going for, but I was too mortified at that point to do anything else.

The rumbling continued, only this time I could not only hear it, but I could feel it, too. I could feel his arms tighten around me, and although it wasn't an unpleasant feeling, I wasn't sure how I felt about it. I could feel the blood start to seep away from my face, and I attempted to take a step back to look up at the nerd. Apparently he was taking advantage of the new muscles, because he pulled me back in.

"Lets just get this over with, Princess. I know you're itching to get that interrogation started."

If I'm being honest, and I knew no one would hold it against me, I'd probably admit that it was kind of nice dancing with Dorkface, but since this is the real world, that will never happen.

We swayed back and forth for a while, and it was going okay, until Freddie tried to be smooth and repeat the spin from last night, and we got tangled in each other. We both tried to stop from falling, and we succeeded somewhat, landing clumsily on one of the chairs. Neither of us said anything for a second, but as soon as we looked at each other, we burst out laughing. I was essentially on his lap, and he had his arms wrapped around my waist, so I wouldn't fall off the chair. We continued to laugh like hyenas for a few minutes, until we were out of breath, tears streaming down our faces. When we had both settled down a little, and awkward silence settled, and I knew I had to say something. It made things easier that I couldn't see him.

"I have a proposition. If I promise not to tell anyone about that little fiasco, will you conveniently forget that I giggled?" I shivered a little, just thinking about it. I shifted a little, turning around so I could see him, and I was greeted by the eyebrow raise. This time, though, it was accompanied by the smirk. Stupid nub.

"I don't know, Puckett. It's not often I have things that I can hold over your head. I have to take what I can get." I was impressed that he was standing up for himself, something he never used to do. I needed him to keep that secret though, so I took advantage of his feelings and tried an old favorite of Carly's.

"Please, Freddie? For me?" I started laughing again as soon as the words left my mouth. They felt so unnatural. He rolled his eyes, but I saw that he was trying hard not to smile. Bingo.

"Maybe just this once, Princess."

I can't believe it actually worked. These feelings of Freddie's have made him even easier to control than before. Score one for Mama.

We were still sitting on one chair, and his arm was still around my waist. In previous years, his arm would be ripped out of the socket by now, but in this instance, I was comfortable, and my lazy side was kicking in. I twisted a little to face him, because I knew that if I didn't start my questions now, I'd end up falling asleep.

When I was finally turned around and comfortable again, I found that I wasn't sure where I wanted to start with my whole inquisition.

"Ya know, Fredward, I really am sorry I laughed before. I guess I just didn't understand the situation."

"What do you mean, you didn't understand?" He looked confused, and I didn't blame him. I had only really come to the conclusion a few minutes ago, myself.

"I didn't understand how you could have loved Carly for all those years, and then all of a sudden not have those feelings towards her, but towards me instead. I guess I still don't. I don't understand why anyone would choose me over her."

"You aren't a monster, you know. Well, yeah you are, but not always. That's why I have those feelings towards you." That made me smile, and helped to diffuse a little tension between us, but not much.

"Good to know. It scared me. When you ran out, I thought you were never going to talk to me anymore."

"You think this whole thing doesn't scare me, Puckett? The first time I realized I had feelings for you, I almost threw up. I've had nightmares for the past month about what would happen if you ever found out, and how long the hospital stay would be."

"Good to know I still scare you, Benson." He smiled, and I felt his grip tighten a little on my waist. I still wasn't sure how to handle this whole situation. At least I was getting answers. "Can I ask you something about prom?"

"Shoot."

"If you liked me, and you weren't just asking me to prom because Carly asked, why would you give me the choice to go with someone else?" I could see the wheels in Frednerd's mind racing again, and once again, I had no idea what was going on.

"Well, I wrote that because I knew you wouldn't want go with me. I changed my mind, and I was coming to find you, but when I walked outside, and you were hugging Pete, there wasn't really any reason to." That revelation made me feel even worse about this whole thing. Such bad timing, and I just really felt bad for Freddie. I wanted to make it up to him, I really did.

"Freddie, I..."

"Sam, can I just say what I have to, just to get it out?" He cut me off, but I wasn't mad, because to be honest, I wasn't really sure what I was going to say, so I just nodded and he continued.

"The thing is, I have these feelings for you now mostly because you are so different from Carly. You aren't afraid to stand up for yourself, or your friends. You're stronger than most of the guys in school, and I mean that as a compliment. I think the thing that really made the whole thing stick, though, was when you agreed to go to prom, even if it was just for Carly. Most people don't see that side of you, and I think you like it better like that, but ever since that first night on the fire escape, I think a little part of me has always had these feelings for you. It makes me really happy that you're going to be so close to me while we're at school, but at the same time, I don't want you to feel like you need to come visit me, or vice versa. I'd be happy just knowing that you don't hate me. If me trying to forget these feelings for you is what it's going to take for our friendship to be okay, I'd do it in a heartbeat. If you're willing to give me a chance to prove to you that I'm not all nub, I'd do that even quicker. I just want to at least know we're okay, Puckett."

Stupid Nub Nub. How am I supposed to be mad at him, or not feel a little something when he says stuff like that. I knew that I was probably staring at him with my mouth hanging open, but right now, there wasn't much else that I could do. I finally willed myself to blink, and stared at him. I could see the need for an answer in his eyes, but I didn't have any words to give him that answer, so instead, I made a snap judgement, and leaned in, kissing him on the cheek. His cheeks reddened slightly, and it was almost endearing, watching him blush. The corner of his mouth turned up, and I couldn't help but roll my eyes.

"Mama wouldn't mind a visit from the King of the Nerds every so often." At those words, he smiled, a genuine Freddie Benson smile, one that had until now been reserved for Carly. I put my head on his shoulder, giving into my laziness, and the two of us sat in a silence that was anything but uncomfortable.

**A/N: And there it is, the end, unless I'm suddenly inspired to do an epilogue. I'm not exactly sure I'm happy with it, but for now, it'll have to do. Hope you liked it, and to all of you who have read, or reviewed or both, I love you all!**

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	20. Epilogue

**A/N: Once again, I have to apologize for the long time span in between my updates. Life's been pretty crazy, and this chapter in particular was hard for me to write. I'm dedicating this to all of you that asked for this, and I really appreciate all your reviews and favorites. This is also dedicated to pigwiz and KingxLeon21 who saved my sanity more times than I can count : )**

**Disclaimer: I don't own iCarly, clearly.**

_Chapter 20_

_Epilogue (Two Months Later)_

_Freddie's POV_

I've been at Stanford for a little over two months, and if I'm being honest, it isn't as great as I thought it would be. For a while it was okay, because there were orientations, meetings, and a new class schedule to adjust to. When I was all settled in and adjusted, that's when things got bad.

For starters, I didn't have a roommate, because my mother was afraid that whoever I roomed with would have a serious tick problem. I should have fought her harder than I did, but once she started crying, I couldn't say no.

The truth is that I miss Seattle, the life I had there, and the people I left behind. It's gotten so bad that I even miss Lewbert's shrill 'welcoming' screeches. I missed Spencer and his spontaneous combustion, Gibby's shirtless shenanigans, and iCarly.

There are only a few things that have been keeping me sane here. I've spent a lot of time writing codes for my different computer classes, and it's boring, but it takes my mind off everything. My mother, if you can believe it, is the second reason. She found out how to video chat a few days after I came here, and at first, it was terrible, because all she would talk about was tick baths, cloud block, and how I needed to shave. After a while, I realized that even though she was a little bit insane, it was a piece of home, and I wasn't in the position to ignore something like that.

The major reason I haven't ended up in the mental institution is Carly. We talk at least once a week on the phone, and I usually get random texts from her every day. She's been really great with everything that's happened, and as long as I let her gush about school and Chris, she doesn't mind listening to my problems.

The one thing I don't miss about home is Sam. Before you jump to any conclusions, I should probably explain. The reason I don't miss Sam is because I don't let myself miss her.

Things didn't exactly go how I'd hoped they would after our talk that night on the fire escape. If my life was one of the stupid chick flicks that Carly always forced us to watch, Sam might have realized she felt the same way I did, and we would have started dating, and lived happily ever, the whole nine yards. This isn't a chick flick, though. This is real life, and I'm just a stupid nub.

What really happened was that I walked into Carly's apartment the next morning, said hi to the girls, tried to give Sam a hug, promptly got the crap slapped out of me, and then watched as Sam walked out of the apartment.

After that morning, things with Sam and I were worse than they had ever been before. She refused to look at me, talk to me, and made sure that she never put herself in a situation where the two of us would be alone. Her sudden hatred of me meant no more late night talks, no trips to Groovy Smoothie (my wallet appreciated that one) and much to the dismay of our iCarly fans, no more 'Wake Up, Spencer'.

If I'd had more time, I would have tried cornering Sam, making her tell me what was wrong, but the reality of the situation was that I had less than three months left with my two best friends, even if one wasn't speaking to me. I was smart enough to realize that even if Sam wasn't speaking to me, if we hung out with Carly, at least I'd get to see her, and be around her.

We ended up having a pretty decent summer, despite the circumstances. We spent a lot of time at the beach, and hung out with Spencer, Chris, and even Gibby, when we could tear him away from Tasha.

It was upsetting to leave the girls once the end of August rolled around. The one thing I was thankful for was the fact I was the first one to leave, which meant that at least I'd get to say goodbye to Sam, no matter how one sided it was. Carly was able to drag Sam to the airport with her, and I was definitely thankful for that. In the end, all I'd gotten was a punch in the shoulder, but it was more than I'd gotten in months, and I was willing to take anything I could get from her at that point.

Carly knew how miserable I'd been after Sam's display of violence, and she'd tried to talk to Sam about it, but Sam wouldn't tell her anything. She was really great about not bringing Sam up in our weekly conversations, which was something I really appreciated. It hurt just thinking about her, which is why I avoided that as much as I did. I wasn't ready to hear about how she was having the time of her life at cooking school. I _definitely _wasn't ready to hear about some 'smokin' hot' boyfriend she'd picked up. It was just easier to pretend she didn't exist.

I'd gotten off the phone with Carly last night, and fallen asleep soon after. For some reason, my dreams were plagued with visions of the blonde headed demon and her army of mutant hams. It was terrifying.

As usual, I slept terribly. When I woke up, I went to work on a coding sequence for one of my classes, and after a while took a break and fell asleep. I'm not sure how long I was asleep, but the sound of my phone jarred me awake. Reaching blindly for it, my hand finally found it, and I mumbled a hello. Expecting my mother or Carly, who were really the only two people who called, I got quite a shock.

"Don't sound so excited, Fredward."

I had to take a moment to bring the phone away from my ear. Looking at the screen, I saw that it was in fact Samantha Puckett, all blonde and smirky, staring up at me. I'm not sure why, but seeing her face made me suddenly angry.

"What do you want, Puckett?" My question came out almost as a growl, but for some reason, hearing her voice for the first time in so long made all the anger and emotions rise to the surface.

She started to respond, something about how I was being rude, but before I could tell her that she was the definition of rude, there was a knock on my door. Dragging myself out of bed and across the room, I could hear her talking, but I wasn't really listening to the words.

"Hold on, there's someone at my..." If I thought hearing her voice was a shock, I'm not sure there's a word to describe what I was feeling when I opened the door and saw her standing there, phone up to her ear, smirk on her face. My phone slipped from my fingers, and since I have almost zero hand eye coordination, I watched as it fell to the floor and shattered. I'd have fun explaining that one to my mom.

Before I had time to blink, she was pushing her way past me, into my room. It was then that she started her assault on my room without even a hello.

All I could do was stare as she began to tear my room apart, both physically and verbally. She was in my closet, and began to rant about how 'no normal person had the number of striped shirts I did'. When she was done with the closet, she began making fun of my computer, and the fact that I had pictures of iCarly on my wall. Apparently it was a 'chick thing' to do.

I tried to interrupt her whenever she started a new train of though, but she seemed to notice and spoke even louder each time I opened my mouth. After a few minutes I broke the trance, and realized exactly what was going on. After the fifth time of attempted interruption, I was about to explode.

Stopping only to scoop up the remains of my phone, I left, slamming the door behind me. I know it was probably a bad idea to leave Sam alone in my room, but I don't think I could have handled being in a small space with her any longer. Just another reason to make me mad at her. She shows up after almost five months of not so much as acknowledging my existence, and I can't even be pissed off in my room.

I wasn't really sure where I was going, but I felt a little less volatile as I walked around campus. I finally settled on a bench in front of a fountain. I didn't have my PearPod, so the water from the fountain was going to have to be enough. As I sat there, I let my head fall back, and my eyes close. I couldn't even begin to fathom what she was doing here, and what she wanted.

After a few minutes, I realized that she'd found me. She didn't say anything, but I could tell she was close.

"What do you want?" I repeated my question that had previously gone unanswered, not bothering to open my eyes. She didn't say anything, but I felt the bench shift as she sat down.

After a few minutes had passed, and she still hadn't said anything, I started getting angry again.

"Seriously, Puckett. What are you doing here? Did you come here just to verbally assault me? You could've done that over the phone."

"Fredward." There was a pause, but I waited for her to go on. I wasn't about to help. "Can you at least look at me?"

I didn't want to give in. I knew it was a mistake to sit up and look over at the blonde next to me, but I couldn't stop myself.

"What, Sam. Just spit it out. I'm really not in the mood for games."

For the first time since June, I was sitting somewhere alone with Sam, and as I watched her, I realized just how much I'd missed her. I had to focus, though. I wasn't about to give in to her that easily. I slumped back in my seat, knowing how stubborn she was, and finally I heard her take a breath.

"You know me, Fredward. I don't do emotions and chiz like most girls. I'm not even sure what I'm doing here." I could see the frustration building in her, and suddenly she got to her feet, and started to walk away. I wasn't about to let that happen. I walked after her and grabbed her arm, spinning her around.

"No way, Puckett. I'm not letting you run away from this chiz anymore. You came all the way here. Just explain." I could see the inner struggle she was having, because as she said, and as I well knew, she didn't do emotional things. I figured that it was hard for her, but after everything I'd had to deal with since our 'falling out', I wasn't about to give up without a fight.

I still had a grip on her arm, and before she could do anything, I dragged her back to the bench and pulled her down with me. I could feel the tension building, and I was starting to get a headache, but I needed to hear what she'd come here to say.

"The thing is, I was scared, Freddie." I was surprised that she was actually going to tell me what she'd come to, and even more by what she'd said. Sam Puckett wasn't afraid of anything. I wasn't sure if I should coax her to go on, or let her take her time. I was just happy she was talking to me.

"I am sorry, you know, for slapping you, and ignoring you. I was just really terrified that I was going to lose you."

"Why would you..." I couldn't finish my question because she held up her hand, and I knew better than to keep talking.

"Just let me finish, nub. I've got a lot to say." She paused before continuing, and I waited as patiently as I could.

"I was afraid that we'd finally become friends, like, really great friends, and it would all be ruined because we dated and broke up. I was scared that you were going to hate me if I didn't like you as much as you liked me. I wasn't even sure why you liked me in the first place. Guys don't like me like that, and there you were confessing your love for me on the fire escape. It was just all too much for me to deal with." I stared at her as she kept talking, but to be honest, I wasn't listening to what she was saying. All I could think about was how she'd made the effort to come here, and how she'd apologized, and been honest with me.

Before I knew it, I was doing something I would probably regret in a minute's time. I brought a hand up to her face and pushed her curls behind her ear. When she didn't immediately maul me, I made perhaps the boldest move of my life. I kissed her, and to my surprise, and joy, I realized that she was kissing me back. That in itself was enough to blow my mind. She pulled away, and I thought for sure the end had come, but when I opened my eyes, she was smiling. Not the infamous Sam Puckett smirk. An actual smile with teeth and all.

"You better run, Frednerd."

**A/N: I'm not happy with the ending, but after two months of deleting and restarting, I fear this is the best it's gonna get. I hope you enjoyed it : )**

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